0001289848-20-000006.txt : 20200226 0001289848-20-000006.hdr.sgml : 20200226 20200225184616 ACCESSION NUMBER: 0001289848-20-000006 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 127 CONFORMED PERIOD OF REPORT: 20191231 FILED AS OF DATE: 20200226 DATE AS OF CHANGE: 20200225 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Huron Consulting Group Inc. CENTRAL INDEX KEY: 0001289848 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MANAGEMENT CONSULTING SERVICES [8742] IRS NUMBER: 010666114 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50976 FILM NUMBER: 20652680 BUSINESS ADDRESS: STREET 1: 550 WEST VAN BUREN STREET CITY: CHICAGO STATE: IL ZIP: 60607 BUSINESS PHONE: (312) 583-8700 MAIL ADDRESS: STREET 1: 550 WEST VAN BUREN STREET CITY: CHICAGO STATE: IL ZIP: 60607 10-K 1 hurn2019123110-k.htm 10-K Document
false--12-31FY201900012898480000.01500000000251147392514476439287000P13YP5YP6YP3YP3YP5Y0P1Y99800027530001850004600010000480001060006300029500000P2YP1YP1YP5Y2020-12-3125682882425430 0001289848 2019-01-01 2019-12-31 0001289848 hurn:InnosightHoldingsLLCMember 2019-01-01 2019-12-31 0001289848 2019-06-30 0001289848 2020-02-18 0001289848 2019-12-31 0001289848 2018-12-31 0001289848 2018-01-01 2018-12-31 0001289848 2017-01-01 2017-12-31 0001289848 us-gaap:TreasuryStockMember 2018-12-31 0001289848 us-gaap:TreasuryStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:CommonStockMember 2019-12-31 0001289848 us-gaap:CommonStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001289848 us-gaap:RetainedEarningsMember 2018-01-01 2018-12-31 0001289848 us-gaap:RetainedEarningsMember 2019-01-01 2019-12-31 0001289848 us-gaap:TreasuryStockMember 2019-01-01 2019-12-31 0001289848 us-gaap:RetainedEarningsMember 2019-12-31 0001289848 2017-12-31 0001289848 us-gaap:TreasuryStockMember 2019-12-31 0001289848 us-gaap:CommonStockMember 2017-12-31 0001289848 2016-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2016-12-31 0001289848 us-gaap:TreasuryStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2017-12-31 0001289848 us-gaap:CommonStockMember 2019-01-01 2019-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2018-01-01 2018-12-31 0001289848 us-gaap:CommonStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2017-12-31 0001289848 us-gaap:TreasuryStockMember 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201409Member us-gaap:RetainedEarningsMember 2018-01-01 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201802Member 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2017-01-01 2017-12-31 0001289848 us-gaap:RetainedEarningsMember 2016-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2017-01-01 2017-12-31 0001289848 us-gaap:CommonStockMember 2018-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2016-12-31 0001289848 us-gaap:RetainedEarningsMember 2017-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001289848 us-gaap:CommonStockMember 2016-12-31 0001289848 us-gaap:TreasuryStockMember 2016-12-31 0001289848 us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-01-01 2018-12-31 0001289848 us-gaap:RetainedEarningsMember 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201609Member us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201609Member 2017-01-01 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201802Member us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201609Member us-gaap:AdditionalPaidInCapitalMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201409Member 2018-01-01 2018-12-31 0001289848 2019-01-01 0001289848 us-gaap:AccruedLiabilitiesMember 2019-01-01 2019-01-01 0001289848 hurn:OperatingleaserightofuseassetMember 2019-01-01 2019-01-01 0001289848 hurn:DeferredrentcreditnoncurrentMember 2019-01-01 2019-01-01 0001289848 hurn:OperatingleaseliabilitycurrentMember 2019-01-01 2019-01-01 0001289848 hurn:OperatingleaseliabilitynoncurrentMember 2019-01-01 2019-01-01 0001289848 us-gaap:OtherLiabilitiesMember 2019-01-01 2019-01-01 0001289848 srt:MaximumMember hurn:ComputersRelatedEquipmentAndSoftwareMember 2019-01-01 2019-12-31 0001289848 2014-09-30 0001289848 2018-01-01 2018-03-31 0001289848 srt:MaximumMember 2019-01-01 2019-12-31 0001289848 us-gaap:FurnitureAndFixturesMember 2019-01-01 2019-12-31 0001289848 srt:AircraftTypeMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember hurn:ComputersRelatedEquipmentAndSoftwareMember 2019-01-01 2019-12-31 0001289848 hurn:InnosightHoldingsLLCMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:NoncompeteAgreementsMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:NoncompeteAgreementsMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:OffMarketFavorableLeaseMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:TradeNamesMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerContractsMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:OffMarketFavorableLeaseMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerRelationshipsMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerContractsMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:TradeNamesMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerRelationshipsMember 2017-03-01 0001289848 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember 2017-01-01 2017-12-31 0001289848 2017-03-01 0001289848 us-gaap:NoncompeteAgreementsMember 2018-12-31 0001289848 us-gaap:TechnologyBasedIntangibleAssetsMember 2018-12-31 0001289848 us-gaap:TradeNamesMember 2019-12-31 0001289848 us-gaap:OffMarketFavorableLeaseMember 2019-01-01 2019-12-31 0001289848 us-gaap:CustomerRelationshipsMember 2018-12-31 0001289848 us-gaap:CustomerContractsMember 2019-12-31 0001289848 us-gaap:OffMarketFavorableLeaseMember 2019-12-31 0001289848 us-gaap:OffMarketFavorableLeaseMember 2018-12-31 0001289848 us-gaap:CustomerContractsMember 2019-01-01 2019-12-31 0001289848 us-gaap:NoncompeteAgreementsMember 2019-12-31 0001289848 us-gaap:NoncompeteAgreementsMember 2019-01-01 2019-12-31 0001289848 us-gaap:CustomerRelationshipsMember 2019-12-31 0001289848 us-gaap:TradeNamesMember 2018-12-31 0001289848 us-gaap:CustomerContractsMember 2018-12-31 0001289848 us-gaap:TechnologyBasedIntangibleAssetsMember 2019-12-31 0001289848 hurn:StrategyandInnovationMember 2019-11-30 0001289848 hurn:EnterpriseSolutionsandAnalyticsMember 2017-01-01 2017-12-31 0001289848 us-gaap:HealthCareMember 2017-01-01 2017-12-31 0001289848 us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember 2018-12-31 0001289848 us-gaap:HealthCareMember 2019-12-31 0001289848 hurn:EducationMember 2018-01-01 2018-12-31 0001289848 hurn:BusinessAdvisoryMember 2017-12-31 0001289848 hurn:BusinessAdvisoryMember 2019-12-31 0001289848 hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember 2018-12-31 0001289848 us-gaap:HealthCareMember 2017-12-31 0001289848 hurn:EducationMember 2018-12-31 0001289848 hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember 2017-12-31 0001289848 hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember 2019-12-31 0001289848 srt:MinimumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2019-01-01 2019-12-31 0001289848 srt:MaximumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember us-gaap:CustomerRelationshipsMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember us-gaap:TradeNamesMember 2019-01-01 2019-12-31 0001289848 srt:MaximumMember us-gaap:TradeNamesMember 2019-01-01 2019-12-31 0001289848 srt:MaximumMember us-gaap:CustomerRelationshipsMember 2019-01-01 2019-12-31 0001289848 us-gaap:SegmentDiscontinuedOperationsMember hurn:HuronLegalMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestructuringChargesMember 2019-01-01 2019-12-31 0001289848 2019-10-01 2019-12-31 0001289848 hurn:OperatingleaserightofuseassetMember 2019-01-01 2019-12-31 0001289848 us-gaap:LeaseholdImprovementsMember 2019-01-01 2019-09-30 0001289848 srt:MaximumMember 2019-12-31 0001289848 srt:MinimumMember 2019-12-31 0001289848 us-gaap:FurnitureAndFixturesMember 2018-12-31 0001289848 us-gaap:AssetUnderConstructionMember 2019-12-31 0001289848 hurn:ComputersRelatedEquipmentAndSoftwareMember 2019-12-31 0001289848 us-gaap:LeaseholdImprovementsMember 2018-12-31 0001289848 us-gaap:AssetUnderConstructionMember 2018-12-31 0001289848 hurn:ComputersRelatedEquipmentAndSoftwareMember 2018-12-31 0001289848 srt:AircraftTypeMember 2018-12-31 0001289848 us-gaap:FurnitureAndFixturesMember 2019-12-31 0001289848 srt:AircraftTypeMember 2019-12-31 0001289848 us-gaap:LeaseholdImprovementsMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2017-01-01 2017-12-31 0001289848 us-gaap:ConvertibleDebtMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtMember 2019-01-01 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2018-12-31 0001289848 srt:MinimumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:LondonInterbankOfferedRateLIBORMember 2015-03-31 2015-03-31 0001289848 us-gaap:ConvertibleDebtMember 2014-09-30 0001289848 srt:MaximumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:LondonInterbankOfferedRateLIBORMember 2015-03-31 2015-03-31 0001289848 hurn:SeniorSecuredCreditFacilityMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2014-09-30 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2017-06-30 0001289848 us-gaap:WarrantMember 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2017-06-30 2017-06-30 0001289848 us-gaap:ConvertibleDebtMember 2014-07-01 2014-09-30 0001289848 hurn:SeniorSecuredCreditFacilityMember 2015-01-01 2015-03-31 0001289848 hurn:NoteHedgeMember 2014-09-30 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2017-01-01 2017-06-30 0001289848 hurn:ContingentConsiderationLiabilityMember 2019-01-01 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2019-01-01 2019-12-31 0001289848 hurn:SeniorSecuredCreditFacilityMember 2018-12-31 0001289848 us-gaap:ConvertibleDebtMember 2019-10-01 2019-10-31 0001289848 srt:MinimumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:BaseRateMember 2015-03-31 2015-03-31 0001289848 hurn:SeniorSecuredCreditFacilityMember 2015-03-31 0001289848 srt:MaximumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:BaseRateMember 2015-03-31 2015-03-31 0001289848 us-gaap:WarrantMember 2014-09-30 2014-09-30 0001289848 hurn:NoteHedgeMember 2014-09-30 0001289848 hurn:SeniorSecuredCreditFacilityMember 2015-03-31 2015-03-31 0001289848 srt:MaximumMember us-gaap:ConvertibleDebtMember 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2018-12-31 0001289848 hurn:PromissoryNotedue2024Member 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2019-12-31 0001289848 2020-01-01 2019-12-31 0001289848 hurn:ReleaseofAllowanceMember 2019-01-01 2019-12-31 0001289848 hurn:ChangeinEstimatedVariableConsiderationMember 2018-01-01 2018-12-31 0001289848 hurn:ChangeinEstimatedVariableConsiderationMember 2019-01-01 2019-12-31 0001289848 hurn:ReleaseofAllowanceMember 2018-01-01 2018-12-31 0001289848 2021-01-01 2019-12-31 0001289848 2022-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:WarrantMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2017-01-01 2017-12-31 0001289848 us-gaap:WarrantMember 2018-01-01 2018-12-31 0001289848 us-gaap:RestrictedStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:WarrantMember 2019-01-01 2019-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2019-01-01 2019-12-31 0001289848 hurn:ShareRepurchaseProgramMember 2019-12-31 0001289848 hurn:ShareRepurchaseProgramMember 2019-01-01 2019-12-31 0001289848 us-gaap:CorporateNonSegmentMember 2018-01-01 2018-12-31 0001289848 us-gaap:SegmentDiscontinuedOperationsMember hurn:HuronLegalMember 2018-01-01 2018-12-31 0001289848 us-gaap:OtherRestructuringMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2018-01-01 2018-12-31 0001289848 us-gaap:CorporateNonSegmentMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2019-01-01 2019-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:ChicagoIllinoisMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:WisconsinOfficeMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:LakeOswegoOregonMember 2019-01-01 2019-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestructuringChargesMember 2019-10-01 2019-12-31 0001289848 us-gaap:CorporateNonSegmentMember 2019-01-01 2019-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2017-01-01 2017-12-31 0001289848 us-gaap:HealthCareMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2019-12-31 0001289848 hurn:BusinessAdvisoryMember 2017-01-01 2017-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2017-01-01 2017-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:SanFranciscoOfficeMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2019-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:MiddletonWisconsinMember 2019-01-01 2019-12-31 0001289848 2018-04-01 2018-06-30 0001289848 hurn:OfficeSpaceReductionsMember hurn:HoustonTexasMember 2019-01-01 2019-12-31 0001289848 us-gaap:AccountingStandardsUpdate201602Member us-gaap:EmployeeSeveranceMember 2019-01-01 2019-01-01 0001289848 us-gaap:OtherRestructuringMember 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2019-01-01 0001289848 us-gaap:OtherRestructuringMember 2019-01-01 2019-12-31 0001289848 us-gaap:OtherRestructuringMember 2019-01-01 0001289848 us-gaap:AccountingStandardsUpdate201602Member hurn:OfficeSpaceReductionsMember 2019-01-01 2019-01-01 0001289848 us-gaap:AccountingStandardsUpdate201602Member 2019-01-01 2019-01-01 0001289848 us-gaap:EmployeeSeveranceMember 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201602Member us-gaap:OtherRestructuringMember 2019-01-01 2019-01-01 0001289848 us-gaap:EmployeeSeveranceMember 2019-01-01 0001289848 hurn:OfficeSpaceReductionsMember 2017-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2018-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2017-12-31 0001289848 us-gaap:OtherRestructuringMember 2019-12-31 0001289848 us-gaap:OtherRestructuringMember 2017-12-31 0001289848 2017-06-22 0001289848 2017-06-22 2017-06-22 0001289848 us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember 2018-12-31 0001289848 us-gaap:OtherNoncurrentLiabilitiesMember 2019-12-31 0001289848 us-gaap:OtherNoncurrentAssetsMember 2018-12-31 0001289848 us-gaap:AccruedLiabilitiesMember 2018-12-31 0001289848 us-gaap:OtherNoncurrentAssetsMember 2019-12-31 0001289848 us-gaap:OtherNoncurrentLiabilitiesMember 2018-12-31 0001289848 us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember 2019-12-31 0001289848 us-gaap:AccruedLiabilitiesMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2018-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel3Member hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2018-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2017-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2019-01-01 2019-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember 2018-01-01 2018-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2017-12-31 0001289848 us-gaap:ForeignCurrencyGainLossMember hurn:ContingentConsiderationLiabilityMember 2019-01-01 2019-12-31 0001289848 us-gaap:ForeignCurrencyGainLossMember hurn:ContingentConsiderationLiabilityMember 2018-01-01 2018-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2019-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2019-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2019-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2020-03-31 0001289848 us-gaap:PreferredStockMember hurn:MedicallyHomeGroupInc.Member 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2014-07-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2020-01-01 2020-03-31 0001289848 us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:RestrictedStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001289848 hurn:StockOwnershipParticipationProgramMember 2015-05-01 2015-05-01 0001289848 hurn:TwoThousandAndTwelvePlanMember 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:PerformanceSharesMember 2018-01-01 2018-12-31 0001289848 us-gaap:PerformanceSharesMember 2017-01-01 2017-12-31 0001289848 hurn:TwoThousandAndTwelvePlanMember 2019-01-01 2019-12-31 0001289848 hurn:TwoThousandandFourPlanMember 2019-12-31 0001289848 srt:ExecutiveOfficerMember us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001289848 hurn:StockOwnershipParticipationProgramMember 2019-12-31 0001289848 hurn:StockOwnershipParticipationProgramMember 2015-05-01 0001289848 us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2017-01-01 2017-12-31 0001289848 us-gaap:PerformanceSharesMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember us-gaap:PerformanceSharesMember 2019-01-01 2019-12-31 0001289848 us-gaap:PerformanceSharesMember 2019-12-31 0001289848 srt:ScenarioForecastMember us-gaap:PerformanceSharesMember 2020-01-01 2020-03-31 0001289848 us-gaap:RestrictedStockMember hurn:TwoThousandAndTwelvePlanMember 2018-12-31 0001289848 us-gaap:RestrictedStockMember 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2018-12-31 0001289848 us-gaap:RestrictedStockMember hurn:StockOwnershipParticipationProgramMember 2019-12-31 0001289848 us-gaap:RestrictedStockMember hurn:TwoThousandAndTwelvePlanMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember hurn:StockOwnershipParticipationProgramMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember hurn:StockOwnershipParticipationProgramMember 2018-12-31 0001289848 us-gaap:RestrictedStockMember hurn:TwoThousandAndTwelvePlanMember 2019-12-31 0001289848 us-gaap:PerformanceSharesMember 2018-12-31 0001289848 us-gaap:StateAndLocalJurisdictionMember 2019-01-01 2019-12-31 0001289848 us-gaap:ForeignCountryMember 2018-01-01 2018-12-31 0001289848 us-gaap:SegmentDiscontinuedOperationsMember hurn:HuronLegalMember 2017-01-01 2017-12-31 0001289848 us-gaap:ForeignCountryMember 2019-01-01 2019-12-31 0001289848 us-gaap:DomesticCountryMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember 2018-01-01 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2018-01-01 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2017-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2019-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeBillableConsultantsMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember 2019-01-01 2019-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeEquivalentsMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeBillableConsultantsMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeEquivalentsMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeEquivalentsMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeBillableConsultantsMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeBillableConsultantsMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeEquivalentsMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeBillableConsultantsMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeBillableConsultantsMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 hurn:EducationMember us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeEquivalentsMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 hurn:EducationMember us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeBillableConsultantsMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeEquivalentsMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeEquivalentsMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeEquivalentsMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeBillableConsultantsMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2017-01-01 2017-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2018-01-01 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2018-01-01 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2017-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2018-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2017-01-01 2017-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2017-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2019-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2019-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2019-01-01 2019-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2016-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2016-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2019-01-01 2019-12-31 0001289848 2018-07-01 2018-09-30 0001289848 2018-10-01 2018-12-31 0001289848 2019-01-01 2019-03-31 0001289848 2019-04-01 2019-06-30 0001289848 2019-07-01 2019-09-30 iso4217:USD xbrli:shares hurn:Reporting_Unit hurn:Segment iso4217:USD xbrli:shares xbrli:pure hurn:Billing

 
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K 
    (Mark One)
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2019
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 000-50976
HURON CONSULTING GROUP INC.
(Exact name of registrant as specified in its charter)
Delaware
 
01-0666114
(State or other jurisdiction of
incorporation or organization)
 
(IRS Employer
Identification Number)
550 West Van Buren Street
Chicago, Illinois
60607
(Address of principal executive offices and zip code)
(312) 583-8700
(Registrant’s telephone number, including area code) 
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading Symbol
 
Name of each exchange on which registered
Common Stock, par value $0.01 per share
 
HURN
 
NASDAQ Global Select Market
Securities registered pursuant to Section 12(g) of the Act: None 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  x    No  o
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes  o    No  x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes  x    No  o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes   x    No  o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer
☒
Accelerated Filer
☐
Non-accelerated Filer
☐
Smaller Reporting 
Company
☐
Emerging Growth Company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes  ☐    No  x
The aggregate market value of the registrant’s common stock held by non-affiliates as of June 30, 2019 (the last business day of the registrant’s most recently completed second fiscal quarter) was approximately $1,128,100,000.
As of February 18, 2020, 22,509,235 shares of the registrant’s common stock, par value $0.01 per share, were outstanding.
Documents Incorporated By Reference
Portions of the registrant’s definitive Proxy Statement to be filed with Securities and Exchange Commission within 120 days after the end of its fiscal year are incorporated by reference into Part III.
 
 


HURON CONSULTING GROUP INC.
ANNUAL REPORT ON FORM 10-K
FOR FISCAL YEAR ENDED DECEMBER 31, 2019
 
TABLE OF CONTENTS
 
 
 
Page
 
Item 1.
Item 1A.
Item 1B.
Item 2.
Item 3.
Item 4.
 
 
 
Item 5.
Item 6.
Item 7.
Item 7A.
Item 8.
Item 9.
Item 9A.
Item 9B.
 
 
 
Item 10.
Item 11.
Item 12.
Item 13.
Item 14.
 
 
 
Item 15.
Item 16.


FORWARD-LOOKING STATEMENTS
In this Annual Report on Form 10-K, unless the context otherwise requires, the terms “Huron,” “Company,” “we,” “us” and “our” refer to Huron Consulting Group Inc. and its subsidiaries.
Statements in this Annual Report on Form 10-K that are not historical in nature, including those concerning the Company’s current expectations about its future requirements and needs, are “forward-looking” statements as defined in Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are identified by words such as “may,” “should,” “expects,” “provides,” “anticipates,” “assumes,” “can,” “will,” “meets,” “could,” “likely,” “intends,” “might,” “predicts,” “seeks,” “would,” “believes,” “estimates,” “plans,” “continues,” “guidance,” or “outlook,” or similar expressions. These forward-looking statements reflect our current expectations about our future requirements and needs, results, levels of activity, performance, or achievements. Some of the factors that could cause actual results to differ materially from the forward-looking statements contained herein include, without limitation: failure to achieve expected utilization rates, billing rates, and the number of revenue-generating professionals; inability to expand or adjust our service offerings in response to market demands; our dependence on renewal of client-based services; dependence on new business and retention of current clients and qualified personnel; failure to maintain third-party provider relationships and strategic alliances; inability to license technology to and from third parties; the impairment of goodwill; various factors related to income and other taxes; difficulties in successfully integrating the businesses we acquire and achieving expected benefits from such acquisitions; risks relating to privacy, information security, and related laws and standards; and a general downturn in market conditions. These forward-looking statements involve known and unknown risks, uncertainties, and other factors, including, among others, those described under Item 1A. "Risk Factors," that may cause actual results, levels of activity, performance or achievements to be materially different from any anticipated results, levels of activity, performance, or achievements expressed or implied by these forward-looking statements. We disclaim any obligation to update or revise any forward-looking statements as a result of new information or future events, or for any other reason.
PART I 
ITEM 1.
BUSINESS.
OVERVIEW
Huron is a global consultancy that collaborates with clients to drive strategic growth, ignite innovation and navigate constant change. Through a combination of strategy, expertise and creativity, we help clients accelerate operational, digital and cultural transformation, enabling the change they need to own their future. By embracing diverse perspectives, encouraging new ideas and challenging the status quo, we create sustainable results for the organizations we serve.
We are headquartered in Chicago, Illinois, with additional locations in the United States and abroad in Canada, India, Singapore, Switzerland, and the United Kingdom.
OUR SERVICES
We provide professional services through three operating segments: Healthcare, Business Advisory, and Education. For the year ended December 31, 2019, we derived 46%, 29%, and 25% of our revenues from the Healthcare, Business Advisory, and Education operating segments, respectively.
•
Healthcare
Our Healthcare segment has a depth of expertise in financial and operational improvement, care transformation, culture and organizational excellence, strategy, and technology and analytics. We serve national and regional hospitals, integrated health systems, academic medical centers, community hospitals, and medical groups. Our solutions help clients evolve and adapt to the rapidly changing healthcare environment and achieve growth, optimize performance, enhance profitability, improve quality and clinical outcomes, align leaders, improve organizational culture, and drive physician, patient, and employee engagement across the enterprise to deliver better consumer outcomes.
We help organizations transform and innovate their delivery model to focus on patient wellness by improving quality outcomes, minimizing care variation and fundamentally improving patient and population health. Our consultants collaborate with clients to help build and sustain today’s business to invest in the future by reducing complexity, improving operational efficiency and growing market share. We enable the healthcare of the future by identifying, integrating and optimizing digital and technology investments to collect data that transforms care delivery and improves patient outcomes. We also develop future leaders capable of driving meaningful cultural and organizational change and who transform the consumer experience.

1

•
Business Advisory
Our Business Advisory segment provides services to large and middle market organizations, lending institutions, law firms, investment banks, private equity firms, and not-for-profit organizations, including higher education and healthcare institutions. We assist clients in a broad range of industries and across the spectrum from healthy, well-capitalized companies to organizations in transition, as well as creditors, equity owners, and other key constituents. Our Enterprise Solutions and Analytics experts advise, deliver, and optimize technology and analytic solutions that enable organizations to manage and optimize their financial performance, operational efficiency, and client or stakeholder experience. Our Business Advisory experts resolve complex business issues and enhance client enterprise value through a suite of services including capital advisory, transaction advisory, operational improvement, restructuring and turnaround, valuation, and dispute advisory. Our Strategy and Innovation professionals collaborate with clients across a range of industries to identify new growth opportunities, build new ventures and capabilities, and accelerate organizational change. Our Life Sciences professionals provide strategic solutions to help pharmaceutical, medical device, and biotechnology companies deliver more value to patients, payers, and providers, and comply with regulations.
•
Education
Our Education segment provides consulting and technology solutions to higher education institutions and academic medical centers. We collaborate with clients to address challenges relating to business and technology strategy, financial and operational excellence, student success, research administration, and regulatory compliance. Our research enterprise solutions assist clients in identifying and implementing institutional research strategy, optimizing clinical research operations, improving financial management and cost reimbursement, improving service to faculty, and mitigating risk compliance. Our technology strategy, enterprise applications, and analytic solutions transform and optimize operations, deliver time and cost savings, and enhance the student experience. Our institutional strategy, budgeting and financial management, and business operations align missions with business priorities, improve quality, and reduce costs institution-wide. Our student solutions improve attraction, retention and graduation rates, increase student satisfaction and help generate quality outcomes.
Huron is a Platinum level member of the Oracle PartnerNetwork (OPN), an Oracle Cloud Premier Partner within North America, a Gold level consulting partner with Salesforce.com and a Workday Services Partner.
OUR CLIENTS AND INDUSTRIES
We provide professional services to both financially sound organizations and organizations in transition, including: national and regional hospitals, integrated health systems, higher education institutions and academic medical centers, community hospitals, medical groups, large and middle market organizations, not-for-profit organizations, lending institutions, law firms, investment banks and private equity firms. In 2019, we served over 1,800 clients.
Our clients are in a broad array of industries, including healthcare, education, financial services, life sciences, energy and utilities, manufacturing and industrials, government and other commercial industries.
EMPLOYEES
Our success depends on our ability to attract, engage, develop and retain highly talented professionals. We know that by creating a work environment where employees can shape their futures, and individuals are rewarded not only for their own contributions, but also for the success of our organization, we can accomplish these goals. We are focused on advancing every facet of the employee experience, beginning with the recruiting process through post-employment or retirement. We create a personalized experience for our people, where they are empowered to make a meaningful impact on our clients, our communities, and with one another. We have developed comprehensive programs incorporating learning opportunities, beginning with the onboarding process and continuing throughout one’s career journey. We provide a competitive total rewards package including robust benefits that are tailored to the diverse needs of our employees and are refreshed regularly to maintain competitiveness. Our commitment to corporate social responsibility is facilitated through our employee and community experience team and encompasses our Helping Hands program, diversity and inclusion efforts, and a renewed focus on sustainability.
Our employee population is divided into two groups: client-serving and support professionals. As of December 31, 2019, we had 3,750 full-time employees, including 153 client-serving managing directors. Our client-serving employees serve as critical business advisors; collaborating with clients to help solve their most complex business problems. Our managing directors are the key drivers of growth in our business, generating new revenue streams from existing and new clients. They enhance our market reputation by partnering with clients as advisors and engagement team leaders. Internally, they create our intellectual capital, develop our people, and are stewards of our culture. Our senior directors, directors, and managers manage day-to-day client relationships, develop our people, nurture our culture, and oversee the delivery and quality of our work product. Our associates and analysts gather and organize data, conduct detailed analyses, and prepare presentations that synthesize and distill information to support recommendations we deliver to clients. Our support professionals include our senior management team as well as those who provide sales support, methodology creation, software development, and corporate functions

2

consisting of our facilities, finance and accounting, human resources, information technology, legal, and marketing teams. These employees provide strategic direction and support that enables the success of our client-serving employees. At December 31, 2019, our support professionals team was led by 24 managing directors, executives and corporate vice presidents.
In addition to our full-time client-serving employees, we engage temporary employees on an as-needed basis to provide unique skill sets that are not required to be staffed on a full-time basis.
The ability to advance one’s career is critical to our employee retention and engagement. As part of our onboarding process, our employee experience team facilitates a robust and structured curriculum for newly hired employees to develop and onboard into the company. We strive to develop world class leaders and are committed to providing programs and opportunities that achieve this goal by focusing on key leadership attributes at all levels. We also provide a variety of learning opportunities, through online and classroom environments, to further develop employees’ capabilities, including technical knowledge; people skills; team dynamics; and coaching and developing others. We encourage our employees to enhance their professional skills through external learning opportunities that certify their technical skills and to pursue certain advanced degrees. Employees are matched with internal performance coaches and mentors to facilitate their growth, including identifying opportunities for professional development, formal training, and technical skill certifications. All employees have a coach to support them.
Our total rewards philosophy focuses on rewarding and retaining our high performing employees. To accomplish this, we offer employees a competitive base salary; performance incentives; and robust, market-competitive benefits.
Our incentive compensation plan is designed to recognize and reward performance of both the organization and individuals and to ensure we retain our top performers. We take both practice and company financial performance into consideration in the determination of bonus pool funding. At the practice level, the annual bonus pool is funded based on achievement of its annual financial goals. Our board of directors reviews and approves the total incentive compensation pool for all practices in the context of the Company’s overall financial performance. Individual bonus awards are based on the practice’s financial performance, individual bonus targets, and the individual’s performance as evaluated through our performance management process. The intent of the incentive compensation plan is to differentiate rewards based on individual performance, ensuring that our top performers for the year receive incentives that are commensurate with their contributions, which enables Huron to retain them and continue to provide our clients with exceptional service. The incentive compensation plan for our named executive officers is funded based on a blend of achievement of financial goals and strategic initiatives.
Managing directors’ individual compensation levels, including base salary and target incentive awards, are set to align with the value of their expected contributions to the organization, including collaboration across practices. As the key drivers of the organization’s success, their compensation is designed to include equity awards as a core component. The use of equity is intended to encourage retention, align the interests of our managing directors with shareholders, and help build wealth over a managing director's career at Huron through annual grants as well as stock price appreciation.
Our benefit programs are designed to be comprehensive, competitive and personalized to the needs of our employees. Examples of these programs include flexible paid time off and a travel reward program which recognizes the significant travel commitment of our client-serving workforce. We provide opportunities that allow employees to focus and care for their personal well-being which are aimed at providing tools and resources to focus on their physical, financial, social, and emotional health given the demanding nature of their work. In addition, our health and welfare plans, retirement benefits, and stock purchase plan provide a core foundation of security to our employees and their families.
Our corporate social responsibility efforts are designed to support an individual’s charitable interests while also providing a venue for our employees to come together to make an impact in the communities in which we live and work. In addition, the diversity and inclusion efforts support the needs of our growing employee population through employee resource groups that provide corporate-wide educational opportunities, build awareness, celebrate our differences, develop mentoring relationships, and ensure we are fostering a welcoming and engaging environment for all employees.
BUSINESS DEVELOPMENT AND MARKETING
Our business development and marketing activities are aimed at cultivating relationships, generating leads, and building a strong brand reputation with health systems, hospitals, and university administrators; offices of the C-suite; and senior level influencers and decision makers of middle market and large corporate organizations. We believe excellent service delivery to clients is critical to building and maintaining relationships and our brand reputation, and we emphasize the importance of client service to all of our employees.
Currently, we generate new business opportunities through the combination of relationships our managing directors have with individuals working in healthcare organizations, academic and research institutions, and corporations, and marketing lead generation activities. We also view market-based collaboration between our managing directors as a key component in building our business. Often, the client relationship of a managing director in one area of our business leads to opportunities in another area. All of our managing directors understand their roles in ongoing relationship and business development, which is reinforced through our compensation and incentive programs. We actively seek

3

to identify new business opportunities and frequently receive referrals and repeat business from past and current clients. In addition, to complement the business development efforts of our managing directors, we have dedicated business development professionals who are focused exclusively on developing client relationships and generating new business.
COMPETITION
The professional services industry is extremely competitive, highly fragmented, and constantly evolving. The industry includes a large number of participants with a variety of skills and industry expertise, including other strategy, business operations, technology, and financial consulting firms; general management consulting firms; the consulting practices of major accounting firms; technical and economic advisory firms; regional and specialty consulting firms; and the internal professional resources of organizations. We compete with a large number of service and technology providers in all of our segments. Our competitors vary, depending on the particular practice area, and we expect to continue to face competition from new market entrants.
We believe the principal competitive factors in our market include reputation, the ability to attract and retain top talent, the capacity to manage engagements effectively to drive high value to clients, and the ability to deliver measurable and sustainable results. There is also competition on price, although to a lesser extent due to the criticality of the issues that many of our services address. Some competitors have a greater geographic footprint, broader international presence, and more resources than we do, but we believe our reputation and ability to deliver high-value, quality service and measurable results to our clients across a balanced portfolio of services and attract and retain employees with broad capabilities and deep industry expertise enable us to compete favorably in the professional services marketplace.
AVAILABLE INFORMATION
We file annual, quarterly and current reports, proxy statements, and other information with the Securities and Exchange Commission (the “SEC”). These filings are available on the SEC’s website at http://www.sec.gov.
Our website is located at www.huronconsultinggroup.com, and our investor relations website is located at ir.huronconsultinggroup.com. We make our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and any amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 available through our website, free of charge, as soon as reasonably practicable after we electronically file such material with, or furnish it to, the SEC.
We provide information about our business and financial performance, including our corporate profile, on the Investor Relations page of our website. Additionally, we webcast our earnings calls and certain events we participate in with members of the investment community on the Investor Relations page of our website. Further corporate governance information, including our code of ethics, code of business conduct, corporate governance guidelines, and board committee charters, is also available on the Investor Relations page of our website. The content of our websites is not incorporated by reference into this Annual Report on Form 10-K or in any other report or document we file with the SEC, and any references to our websites are intended to be inactive textual references only.
ITEM 1A.
RISK FACTORS.
The following discussion of risk factors may be important to understanding the statements in this Annual Report on Form 10-K or elsewhere. The following information should be read in conjunction with Part II—Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Consolidated Financial Statements and related notes in this Annual Report on Form 10-K. Discussions about the important operational risks that our business encounters can be found in Part II—Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
An inability to retain our senior management team and other managing directors would be detrimental to the success of our business.
We rely heavily on our senior management team, our practice leaders, and other managing directors; our ability to retain them is particularly important to our future success. Given the highly specialized nature of our services, the senior management team must have a thorough understanding of our service offerings as well as the skills and experience necessary to manage an organization consisting of a diverse group of professionals. In addition, we rely on our senior management team and other managing directors to generate and market our business. Further, our senior management’s and other managing directors’ personal reputations and relationships with our clients are a critical element in obtaining and maintaining client engagements. Members of our senior management team and our other managing directors could choose to leave or join one of our competitors and some of our clients could choose to use the services of that competitor instead of our services. If one or more members of our senior management team or our other managing directors leave and we cannot replace them with a suitable candidate quickly, we could experience difficulty in securing and successfully completing engagements and managing our business properly, which could harm our business prospects and results of operations.

4

Our inability to hire and retain talented people in an industry where there is great competition for talent could have a serious negative effect on our prospects and results of operations.
Our business involves the delivery of professional services and is highly labor-intensive. Our success depends largely on our general ability to attract, develop, motivate, and retain highly skilled professionals. Further, we must successfully maintain the right mix of professionals with relevant experience and skill sets as we continue to grow, as we expand into new service offerings, and as the market evolves. The loss of a significant number of our professionals, the inability to attract, hire, develop, train, and retain additional skilled personnel, or failure to maintain the right mix of professionals could have a serious negative effect on us, including our ability to manage, staff, and successfully complete our existing engagements and obtain new engagements. Qualified professionals are in great demand, and we face significant competition for both senior and junior professionals with the requisite credentials and experience. Our principal competition for talent comes from other consulting firms and accounting firms, as well as from organizations seeking to staff their internal professional positions. Many of these competitors may be able to offer greater compensation and benefits or more attractive lifestyle choices, career paths, or geographic locations than we do. Therefore, we may not be successful in attracting and retaining the skilled consultants we require to conduct and expand our operations successfully. Increasing competition for these revenue-generating professionals may also significantly increase our labor costs, which could negatively affect our margins and results of operations.
Changes in capital markets, legal or regulatory requirements, and general economic or other factors beyond our control could reduce demand for our services, in which case our revenues and profitability could decline.
A number of factors outside of our control affect demand for our services. These include:
•
fluctuations in U.S. and global economies;
•
the U.S. or global financial markets and the availability, costs, and terms of credit;
•
changes in laws and regulations; and
•
other economic factors and general business conditions.
For example, some portion of the services we provide may be considered by our clients to be more discretionary in nature, as the demand for the services may be impacted by economic slowdowns. We are not able to predict the positive or negative effects that future events or changes to the U.S. or global economy, financial markets, or regulatory and business environment could have on our operations.
Our goodwill and other intangible assets represent a substantial amount of our total assets, and we may be required to recognize a non-cash impairment charge for these assets if the performance of one or more of our reporting units falls below our expectations.
Our total assets reflect a substantial amount of intangible assets, primarily goodwill. At December 31, 2019, goodwill and other intangible assets totaled $678.3 million, or 61%, of our total assets. Goodwill results from our acquisitions, representing the excess of the fair value of consideration transferred over the fair value of the net assets acquired. We test goodwill for impairment at the reporting unit level, annually and whenever events or circumstances make it more likely than not that an impairment may have occurred. Intangible assets other than goodwill represent purchased assets that lack physical substance but can be distinguished from goodwill. Our intangible assets primarily consist of customer relationships, trade names, customer contracts, technology and software, and non-competition agreements, all of which were acquired through business combinations. We evaluate our intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. No material impairment charges for intangible assets were recorded in 2019, 2018, and 2017. During the years ended 2019 and 2018, we did not record any non-cash goodwill impairment charges. During 2017, we recorded $253.1 million of non-cash goodwill impairment charges. Of the $253.1 million, $208.1 million related to our Healthcare reporting unit and $45.0 million related to our Enterprise Solutions and Analytics reporting unit which is included in our Business Advisory segment.
Determining the fair value of a reporting unit requires us to make significant judgments, estimates, and assumptions. While we believe that the estimates and assumptions underlying our valuation methodology are reasonable, these estimates and assumptions could have a significant impact on whether or not a non-cash goodwill impairment charge is recognized and also the magnitude of any such charge. The results of an impairment analysis are as of a point in time. There is no assurance that the actual future earnings or cash flows of our reporting units will be consistent with our projections. We will monitor any changes to our assumptions and will evaluate goodwill as deemed warranted during future periods. Any significant decline in our operations could result in additional non-cash goodwill impairment charges.
Refer to “Critical Accounting Policies” within Part I - Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and Note 4 “Goodwill and Intangible Assets” within the notes to our consolidated financial statements for further discussion of our business combinations, goodwill, intangible assets, and impairment tests performed.

5

We may incur costs to support our business and the inability to effectively build a support structure for the business could have an adverse impact on our growth and profitability.
We have grown significantly since we commenced operations and have increased the number of our full-time professionals from 249 in 2002 to 3,750 as of December 31, 2019. Additionally, our considerable growth has placed demands on our management and our internal systems, procedures, and controls and will continue to do so in the near future. To successfully manage growth, we must periodically adjust and strengthen our operating, financial, accounting, and other systems, procedures, and controls, which may increase our total costs and may adversely affect our gross profits and our ability to sustain profitability if we do not generate increased revenues to offset the costs. As a public company, our information and control systems must enable us to prepare accurate and timely financial information and other required disclosures. If we discover deficiencies in our existing information and control systems that impede our ability to satisfy our reporting requirements, we must successfully implement improvements to those systems in an efficient and timely manner.
In the fourth quarter of 2019, we committed to the implementation of a new enterprise resource planning (“ERP”) system designed to improve the efficiency of our internal operational, financial and administrative activities. The implementation of a new ERP system, which will take place over several years, subjects us to inherent costs and risks including substantial capital expenditures, additional administration and operating expenses, potential disruption of our internal control structure, retention of sufficiently skilled personnel to implement and operate the new system, demand on management time, and other risks and costs of delays or difficulties in transition. Our system implementation may not result in productivity improvements at a level that outweighs the costs of implementation, or at all. In addition, the difficulties with implementing a new ERP system may cause disruptions or have an adverse effect on our business operations, if not anticipated and appropriately mitigated.
Our financial results could suffer if we are unable to achieve or maintain adequate utilization and suitable billing rates for our consultants, or if we are unable to deliver our services due to factors that disrupt travel to our client sites.
Our profitability depends to a large extent on the utilization and billing rates of our professionals. Utilization of our professionals is affected by a number of factors, including:
•
the number and size of client engagements;
•
the timing of the commencement, completion and termination of engagements, which in many cases is unpredictable;
•
our ability to transition our consultants efficiently from completed engagements to new engagements;
•
the hiring of additional consultants because there is generally a transition period for new consultants that results in a temporary drop in our utilization rate;
•
unanticipated changes in the scope of client engagements;
•
our ability to forecast demand for our services and thereby maintain an appropriate level of consultants; and
•
conditions affecting the industries in which we practice as well as general economic conditions.
The billing rates of our consultants that we are able to charge are also affected by a number of factors, including:
•
our clients’ perception of our ability to add value through our services;
•
the market demand for the services we provide;
•
an increase in the number of engagements in the government sector, which are subject to federal contracting regulations;
•
introduction of new services by us or our competitors;
•
our competition and the pricing policies of our competitors; and
•
current economic conditions.
If we are unable to achieve and maintain adequate overall utilization as well as maintain or increase the billing rates for our consultants, our financial results could materially suffer. In addition, our consultants oftentimes perform services at the physical locations of our clients. If there are natural disasters, widespread outbreak of contagious disease, disruptions to travel and transportation, or problems with communications systems, our ability to perform services for, and interact with, our clients at their physical locations may be negatively impacted which could have an adverse effect on our business and results of operations.

6

Expanding our service offerings or number of offices may add additional risks and may not be profitable.
We may choose to develop new service offerings, open new offices, or eliminate service offerings because of market opportunities or client demands. Developing new service offerings involves inherent risks, including:
•
our inability to estimate demand for the new service offerings;
•
competition from more established market participants;
•
exposure to new legal and operational risks;
•
a lack of market understanding;
•
unanticipated expenses to recruit and hire qualified consultants and to market our new service offerings; and
•
unanticipated challenges with service delivery.
For example, our recently launched Huron Managed Services business provides revenue cycle management services to hospitals and health systems. These services include the coding, preparation, submission and collection of claims for medical service to payers for reimbursement. Such claims are governed by U.S. federal and state laws. U.S. federal law provides civil liability to any persons that knowingly submit, or cause to be submitted, a claim to a payer, including Medicare, Medicaid and private health plans, seeking payment for any services or items that overbills or bills for services or items that have not been provided to the patient. U.S. federal law may also impose criminal penalties for intentionally submitting such false claims. In addition, federal and state law regulates the collection of debt and may impose monetary penalties for violating those regulations. In connection with these laws, we may be subjected to U.S. federal or state government investigations and possible penalties may be imposed upon us, false claims actions may have to be defended and private payers may file claims against us. Any investigation or proceeding related to these laws, even if unwarranted or without merit, may have a material adverse effect on our business, results of operations and financial condition.
In addition, expanding into new geographic areas and expanding current service offerings is challenging and may require integrating new employees into our culture as well as assessing the demand in the applicable market. If we cannot manage the risks associated with new service offerings or new locations effectively, we are unlikely to be successful in these efforts, which could harm our ability to sustain profitability and our business prospects.
Our quarterly results of operations have fluctuated in the past and may continue to fluctuate in the future as a result of certain factors, some of which may be outside of our control.
A key element of our strategy is to market our products and services directly to certain large organizations, such as health systems and acute care hospitals, and to increase the number of our products and services utilized by existing clients. The sales cycle for some of our products and services is often lengthy and may involve significant commitment of client personnel. As a consequence, the commencement date of a client engagement often cannot be accurately forecasted. As discussed below, certain of our client contracts contain terms that result in revenue that is deferred and cannot be recognized until the occurrence of certain events. As a result, the period of time between contract signing and recognition of associated revenue may be lengthy, and we are not able to predict with certainty the period in which revenue will be recognized.
Fee discounts, pressure to not increase or even decrease our rates, and less advantageous contract terms could result in the loss of clients, lower revenues and operating income, higher costs, and less profitable engagements. More discounts or write-offs than we expect in any period would have a negative impact on our results of operations.
Other fluctuations in our quarterly results of operations may be due to a number of other factors, some of which are not within our control, including:
•
the timing and volume of client invoices processed and payments received, which may affect the fees payable to us under certain of our engagements;
•
client decisions regarding renewal or termination of their contracts;
•
the amount and timing of costs related to the development or acquisition of technologies or businesses; and
•
unforeseen legal expenses, including litigation and other settlement gains or losses.
We base our annual employee bonus expense upon our expected annual adjusted earnings before interest, taxes, depreciation and amortization (“EBITDA”) for that year. If we experience lower adjusted EBITDA in a quarter without a corresponding change to our full-year adjusted EBITDA expectation, our estimated bonus expense will not be reduced, which will have a negative impact on our quarterly results of

7

operations for that quarter. Our quarterly results of operations may vary significantly and period-to-period comparisons of our results of operations may not be meaningful. The results of one quarter should not be relied upon as an indication of future performance. If our quarterly results of operations fall below the expectations of securities analysts or investors, the price of our common stock could decline substantially.
Revenues from our performance-based engagements are difficult to predict, and the timing and extent of recovery of our costs is uncertain.
We have engagement agreements under which our fees include a significant performance-based component. Performance-based fees are contingent on the achievement of specific measures, such as our clients meeting cost-saving or other contractually-defined goals. The achievement of these contractually-defined goals may be subject to acknowledgment by the client and is often impacted by factors outside of our control, such as the actions of the client or other third parties. To the extent that any revenue is contingent upon the achievement of a performance target, we recognize such revenue using a process that requires us to make significant management judgments, estimates, and assumptions. While we believe that the estimates and assumptions we have used for revenue recognition are reasonable, subsequent changes could have a material impact to our future financial results. The percentage of our revenues derived from performance-based fees for the years ended December 31, 2019, 2018, and 2017, was 8.9%, 6.1%, and 4.9%, respectively. A greater number of performance-based fee arrangements may result in increased volatility in our working capital requirements and greater variations in our quarter-to-quarter results, which could affect the price of our common stock. In addition, an increase in the proportion of performance-based fee arrangements may temporarily offset the positive effect on our operating results from an increase in our utilization rate until the related revenues are recognized.
The profitability of our fixed-fee engagements with clients may not meet our expectations if we underestimate the cost of these engagements.
When making proposals for fixed-fee engagements, we estimate the costs and timing for completing the engagements. These estimates reflect our best judgment regarding the efficiencies of our methodologies and consultants as we plan to deploy them on engagements. Any increased or unexpected costs or unanticipated delays in connection with the performance of fixed-fee engagements, including delays caused by factors outside our control, could make these contracts less profitable or unprofitable, which would have an adverse effect on our profit margin. For the years ended December 31, 2019, 2018, and 2017, fixed-fee engagements represented 45.8%, 47.4%, and 46.7% of our revenues, respectively.
Our business is becoming increasingly dependent on information technology and will require additional investments in order to grow and meet the demands of our clients.
We depend on the use of sophisticated technologies and systems. Some of our practices provide services that are increasingly dependent on the use of software applications and systems that we do not own and could become unavailable. Moreover, our technology platforms will require continuing investments by us in order to expand existing service offerings and develop complementary services. For example, we have subscription-based offerings that require us to incur costs associated with upgrades and maintenance that could impact profit margins associated with those offerings and related services. Our future success depends on our ability to adapt our services and infrastructure while continuing to improve the performance, features, and reliability of our services in response to the evolving demands of the marketplace.
Adverse changes to our relationships with key third-party vendors, or in the business of our key third-party vendors, could unfavorably impact our business.
A portion of our services and solutions depend on technology or software provided by third-party vendors. Some of these third-party vendors refer potential clients to us, and others require that we obtain their permission prior to accessing their software while performing services for our clients. These third-party vendors could terminate their relationship with us without cause and with little or no notice, which could limit our service offerings and harm our financial condition and operating results. In addition, if a third-party vendor’s business changes, is reduced or fails to adapt to changing market demands, that could adversely affect our business. Moreover, if third-party technology or software that is important to our business does not continue to be available or utilized within the marketplace, or if the services that we provide to clients is no longer relevant in the marketplace, our business may be unfavorably impacted.
We could experience system failures, service interruptions, or security breaches that could negatively impact our business.
Our organization is comprised of employees who work on matters throughout the United States and overseas. Our technology platform is a “virtual office” from which we all operate. We may be subject to disruption to our operating systems from technology events that are beyond our control, including the possibility of failures at third-party data centers, disruptions to the Internet, natural disasters, power losses, and malicious attacks. In addition, despite the implementation of security measures, our infrastructure and operating systems, including the Internet and related systems, may be vulnerable to physical break-ins, hackers, improper employee or contractor access, computer viruses, programming errors, denial-of-service attacks, or other attacks by third parties seeking to disrupt operations or misappropriate information or similar physical or electronic breaches of security. While we have taken and are taking reasonable steps to prevent and mitigate the damage of such events, including implementation of system security measures, information backup, and disaster recovery processes, those steps

8

may not be effective and there can be no assurance that any such steps can be effective against all possible risks. We will need to continue to invest in technology in order to achieve redundancies necessary to prevent service interruptions. Access to our systems as a result of a security breach, the failure of our systems, or the loss of data could result in legal claims or proceedings, liability, or regulatory penalties and disrupt operations, which could adversely affect our business and financial results.
Our reputation could be damaged and we could incur additional liabilities if we fail to protect client and employee data through our own accord or if our information systems are breached.
We rely on information technology systems to process, transmit, and store electronic information and to communicate among our locations around the world and with our clients, partners, and employees. These locations include Canada, the United Kingdom, Switzerland, Singapore, and India, all of which have their own either recently updated or potential new data protection laws. The breadth and complexity of this infrastructure increases the potential risk of security breaches which could lead to potential unauthorized disclosure of confidential information.
In providing services to clients, we may manage, utilize, and store sensitive or confidential client or employee data, including personal data and protected health information. As a result, we are subject to numerous laws and regulations designed to protect this information, such as the U.S. federal and state laws governing the protection of health or other personally identifiable information, including the Health Insurance Portability and Accountability Act (HIPAA), and international laws such as the European Union's General Data Protection Regulation (GDPR), which went into effect in 2018. In addition, many states, U.S. federal governmental authorities and non-U.S. jurisdictions have adopted, proposed or are considering adopting or proposing, additional data security and/or data privacy statutes or regulations. Continued governmental focus on data security and privacy may lead to additional legislative and regulatory action, which could increase the complexity of doing business. The increased emphasis on information security and the requirements to comply with applicable U.S. and foreign data security and privacy laws and regulations may increase our costs of doing business and negatively impact our results of operations.
These laws and regulations are increasing in complexity and number. If any person, including any of our employees or third-party vendors, negligently disregards or intentionally breaches our established controls or contractual obligations with respect to client or employee data, or otherwise mismanages or misappropriates that data, we could be subject to significant monetary damages, regulatory enforcement actions, fines, and/or criminal prosecution. We maintain certain insurance coverages for cybersecurity incidents through our directors and officers insurance policy, in amounts we believe to be reasonable and at a cost that is included in our general insurance premiums.
In addition, unauthorized disclosure of sensitive or confidential client or employee data, whether through systems failure, employee negligence, fraud, or misappropriation, could damage our reputation and cause us to lose clients and their related revenue in the future.
Our international expansion could result in additional risks.
We operate both domestically and internationally, including in Canada, Europe, Asia, and the Middle East. Although historically our international operations have been limited, we intend to continue to expand internationally. Such expansion may result in additional risks that are not present domestically and which could adversely affect our business or our results of operations, including:
•
compliance with additional U.S. regulations and those of other nations applicable to international operations;
•
cultural and language differences;
•
employment laws, including immigration laws affecting the mobility of employees, and rules and related social and cultural factors;
•
losses related to start-up costs, lack of revenue, higher costs due to low utilization, and delays in purchase decisions by prospective clients;
•
currency fluctuations between the U.S. dollar and foreign currencies;
•
restrictions on the repatriation of earnings;
•
potentially adverse tax consequences and limitations on our ability to utilize losses generated in our foreign operations;
•
different regulatory requirements and other barriers to conducting business;
•
different or less stable political and economic environments;
•
greater personal security risks for employees traveling to or located in unstable locations; and
•
civil disturbances or other catastrophic events.

9

Further, conducting business abroad subjects us to increased regulatory compliance and oversight. For example, we are subject to laws prohibiting certain payments to governmental officials, such as the Foreign Corrupt Practices Act, which increases the risk from our international operations relative to our competitors who do not operate outside the United States. A failure to comply with applicable regulations could result in regulatory enforcement actions as well as substantial civil and criminal penalties assessed against us and our employees.
Our obligations under the Amended Credit Agreement are secured by a pledge of certain of the equity interests in our subsidiaries and a lien on substantially all of our assets and those of our subsidiary grantors. If we default on these obligations, our lenders may foreclose on our assets, including our pledged equity interest in our subsidiaries.
We entered into a second amended and restated security agreement with Bank of America (the “Security Agreement”) and a second amended and restated pledge agreement (the “Pledge Agreement”) in connection with our entry into the Second Amended and Restated Credit Agreement, dated as of March 31, 2015 (as amended and restated, the “Amended Credit Agreement”). Pursuant to the Security Agreement and to secure our obligations under the Amended Credit Agreement, we granted our lenders a first-priority lien, subject to permitted liens, on substantially all of the personal property assets that we and the subsidiary grantors own. Pursuant to the Pledge Agreement, we granted our lenders a security interest in 100% of the voting stock or other equity interests in our domestic subsidiaries and 65% of the voting stock or other equity interests in certain of our foreign subsidiaries. If we default on our obligations under the Amended Credit Agreement, our lenders could accelerate our indebtedness and may be able to exercise their liens on the equity interests subject to the Pledge Agreement and their liens on substantially all of our assets and the assets of our subsidiary grantors, which would have a material adverse effect on our business, operations, financial condition, and liquidity. In addition, the covenants contained in the Amended Credit Agreement impose restrictions on our ability to engage in certain activities, such as the incurrence of additional indebtedness, certain investments, certain acquisitions and dispositions, and the payment of dividends.
Our indebtedness could adversely affect our ability to raise additional capital to fund our operations and obligations, expose us to interest rate risk to the extent of our variable-rate debt, and adversely affect our financial results.
At December 31, 2019, we had outstanding indebtedness of $205.0 million on our revolving line of credit that becomes due and payable in full upon maturity on September 27, 2024, and $3.9 million principal amount of our promissory note due March 1, 2024. Our ability to make scheduled payments of the principal, to pay interest, or to refinance our indebtedness, depends on our future performance. If we are unable to generate cash flow from operations sufficient to satisfy our obligations under our current indebtedness and any future indebtedness, we may be required to adopt one or more alternatives, such as reducing or delaying investments or capital expenditures, selling assets, refinancing, or obtaining additional equity capital on terms that may be onerous or dilutive. Our ability to refinance our current indebtedness or future indebtedness will depend on the capital markets and our financial condition at such time. We may not be able to engage in any of these activities or engage in these activities on desirable terms, which could result in a default on the current indebtedness or future indebtedness.
The interest rates on our revolving line of credit and promissory note are linked to LIBOR. In 2017, the Financial Conduct Authority (FCA) in the U.K. announced that it would phase out LIBOR as a benchmark rate by the end of 2021. It is unclear whether new methods of calculating LIBOR will be established such that it continues to exist after 2021, or whether different benchmark rates will develop. If LIBOR ceases to exist, the method and rates used to calculate our interest rates and/or payments on our debt may result in interest rates and/or payments that are higher than, or that do not otherwise correlate over time with, the interest rates and/or payments that would have been applicable to our obligations if LIBOR was available in its current form, which could have a material adverse effect on our financial condition and results of operations. While we continue to take steps to mitigate the impact of the phase-out or replacement of LIBOR, such efforts may not prove successful. Furthermore, the U.S. or global financial markets may be disrupted as a result of the phase-out or replacement of LIBOR, which could also have a material adverse effect on our business, financial condition and results of operations.
In addition, our indebtedness, combined with our other financial obligations and contractual commitments, could have other important consequences such as exposing us to the risk of increased interest rates because some of our borrowings are at variable interest rates; making us more vulnerable to adverse changes in general U.S. and worldwide economic, industry, and competitive conditions and adverse changes in government regulation; or reducing our capacity to obtain additional financing and flexibility in planning for, or reacting to, changes in our business and our industry. Any of these factors could materially and adversely affect our business, financial condition, and results of operations.
Our business performance might not be sufficient for us to meet the full-year financial guidance that we provide publicly.
We provide full-year financial guidance to the public based upon our expectations regarding our financial performance. While we believe that our annual financial guidance provides investors and analysts with insight to our view of the Company’s future performance, such financial guidance is based on assumptions that may not always prove to be accurate and may vary from actual results. If we fail to meet the full-year financial guidance that we provide, or if we find it necessary to revise such guidance during the year, the market value of our common stock could be adversely affected.

10

The healthcare industry is an area of significant focus for our business, and factors that adversely affect the financial condition of the healthcare industry could consequently affect our business.
We derive a significant portion of our revenue from clients in the healthcare industry. As a result, our financial condition and results of operations could be adversely affected by conditions affecting the healthcare industry generally and hospitals and health systems particularly. The healthcare industry is highly regulated and is subject to changing political, legislative, regulatory, and other influences. Uncertainty in any of these areas could cause our clients to delay or postpone decisions to use our services. Existing and new federal and state laws and regulations affecting the healthcare industry could create unexpected liabilities for us, could cause us or our clients to incur additional costs, and could restrict our or our clients’ operations. Many healthcare laws are complex and their application to us, our clients, or the specific services and relationships we have with our clients are not always clear. In addition, federal and state legislatures have periodically introduced programs to reform or amend the U.S. healthcare system at both the federal and state level, such as the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, and continue to consider further significant reforms. Due to the significant implementation issues arising under these laws and potential new legislation, it is unclear what long-term effects they will have on the healthcare industry and in turn on our business, financial condition, and results of operations. Our failure to accurately anticipate the application of new laws and regulations, or our failure to comply with such laws and regulations, could create liability for us, result in adverse publicity and negatively affect our business.
There are many factors that could affect the purchasing practices, operations, and, ultimately, the operating funds of healthcare organizations, such as reimbursement policies for healthcare expenses, federal and state budgetary considerations, consolidation in the healthcare industry, and regulation, litigation, and general economic conditions. In particular, we could be required to make unplanned modifications of our products and services (which would require additional time and investment) or we could suffer reductions in demand for our products and services as a result of changes in regulations affecting the healthcare industry, such as changes in the way that healthcare organizations are paid for their services (e.g., based on patient outcomes instead of services provided). Furthermore, as a result of the current presidential administration and the upcoming presidential election, there is an increased uncertainty surrounding the future of the Affordable Care Act and the regulation of the healthcare industry, and therefore healthcare organizations may wait to buy services such as ours until the regulatory environment is more certain.
In addition, state tax authorities have challenged the tax-exempt status of some hospitals and other healthcare facilities claiming such status on the basis that they are operating as charitable and/or religious organizations. If the tax-exempt status of any of our clients is revoked or compromised by new legislation or interpretation of existing legislation, that client’s financial health could be adversely affected, which could adversely impact demand for our services, our sales, revenue, financial condition, and results of operations.
Additional hiring, departures, business acquisitions and dispositions could disrupt our operations, increase our costs or otherwise harm our business.
Our business strategy is dependent in part upon our ability to grow by hiring individuals or groups of individuals and by acquiring complementary businesses. However, we may be unable to identify, hire, acquire, or successfully integrate new employees and acquired businesses without substantial expense, delay, or other operational or financial obstacles. From time to time, we will evaluate the total mix of services we provide and we may conclude that businesses may not achieve the results we previously expected. Competition for future hiring and acquisition opportunities in our markets could increase the compensation we offer to potential employees or the prices we pay for businesses we wish to acquire. In addition, we may be unable to achieve the financial, operational, and other benefits we anticipate from any hiring or acquisition, as well as any disposition, including those we have completed so far. New acquisitions could also negatively impact existing practices and cause current employees to depart. Hiring additional employees or acquiring businesses could also involve a number of additional risks, including the diversion of management’s time, attention, and resources from managing and marketing our Company; the potential assumption of liabilities of an acquired business; the inability to attain the expected synergies with an acquired business; and the perception of inequalities if different groups of employees are eligible for different benefits and incentives or are subject to different policies and programs.
Selling practices and shutting down operations present similar challenges in a service business. Dispositions not only require management’s time, but they can impair existing relationships with clients or otherwise affect client satisfaction, particularly in situations where the divestiture eliminates only part of the complement of consulting services provided to a client. Dispositions may also involve continued financial involvement, as we may be required to retain responsibility for, or agree to indemnify buyers against, liabilities related to a business sold.
Our ability to maintain and attract new business depends upon our reputation, the professional reputation of our revenue-generating employees, and the quality of our services.
As a professional services firm, our ability to secure new engagements depends heavily upon our reputation and the individual reputations of our professionals. Any factor that diminishes our reputation or that of our employees, including not meeting client expectations or misconduct by our employees, could make it substantially more difficult for us to attract new engagements and clients. Similarly, because we obtain many of our new engagements from former or current clients or from referrals by those clients or by law firms that we have worked with in the past,

11

any client that questions the quality of our work or that of our consultants could impair our ability to secure additional new engagements and clients.
A significant portion of our revenues is derived from a limited number of clients, and our engagement agreements, including those related to our largest clients, can be terminated by our clients with little or no notice and without penalty, which may cause our operating results to be unpredictable and may result in unexpected declines in our utilization and revenues.
As a consulting firm, we have derived, and expect to continue to derive, a significant portion of our revenues from a limited number of clients. Our clients typically retain us on an engagement-by-engagement basis, rather than under fixed-term contracts. The volume of work performed for any particular client is likely to vary from year to year, and a major client in one fiscal period may not require or may decide not to use our services in any subsequent fiscal period. Moreover, a large portion of our new engagements comes from existing clients. Accordingly, the failure to obtain new large engagements or multiple engagements from existing or new clients could have a material adverse effect on the amount of revenues we generate.
In addition, almost all of our engagement agreements can be terminated by our clients with little or no notice and without penalty. In client engagements that involve multiple engagements or stages, there is a risk that a client may choose not to retain us for additional stages of an engagement or that a client will cancel or delay additional planned engagements. For clients in bankruptcy, a bankruptcy court could elect not to retain our interim management consultants, terminate our retention, require us to reduce our fees for the duration of an engagement, elect not to approve claims against fees earned by us prior to or after the bankruptcy filing, or subject previously paid amounts to be returned to the bankruptcy estate as preferential payments under the bankruptcy code.
Terminations of engagements, cancellations of portions of the project plan, delays in the work schedule, or reductions in fees could result from factors unrelated to our services. When engagements are terminated or reduced, we lose the associated future revenues, and we may not be able to recover associated costs or redeploy the affected employees in a timely manner to minimize the negative impact. In addition, our clients’ ability to terminate engagements with little or no notice and without penalty makes it difficult to predict our operating results in any particular fiscal period.
Our engagements could result in professional liability, which could be very costly and hurt our reputation.
Our engagements typically involve complex analyses and the exercise of professional judgment. As a result, we are subject to the risk of professional liability. From time to time, lawsuits with respect to our work are pending. Litigation alleging that we performed negligently or breached any other obligations could expose us to significant legal liabilities and, regardless of outcome, is often very costly, could distract our management, could damage our reputation, and could harm our financial condition and operating results. We also face increased litigation risk as a result of an expanded workforce. In addition, certain of our engagements, including interim management engagements and corporate restructurings, involve greater risks than other consulting engagements. We are not always able to include provisions in our engagement agreements that are designed to limit our exposure to legal claims relating to our services. While we attempt to identify and mitigate our exposure with respect to liability arising out of our consulting engagements, these efforts may be ineffective and an actual or alleged error or omission on our part or the part of our client or other third parties in one or more of our engagements could have an adverse impact on our financial condition and results of operations. In addition, we carry professional liability insurance to cover many of these types of claims, but the policy limits and the breadth of coverage may be inadequate to cover any particular claim or all claims plus the cost of legal defense. For example, we provide services on engagements in which the impact on a client may substantially exceed the limits of our errors and omissions insurance coverage. If we are found to have professional liability with respect to work performed on such an engagement, we may not have sufficient insurance to cover the entire liability.
Changes in U.S. tax laws could have a material adverse effect on our business, cash flow, results of operations and financial condition.
We are subject to income and other taxes in the U.S. at the state and federal level and also in foreign jurisdictions. Changes in applicable U.S. state, federal or foreign tax laws and regulations, or their interpretation and application, could materially affect our tax expense and profitability.
Future changes in tax laws, treaties or regulations, and their interpretation or enforcement, may be unpredictable, particularly as taxing jurisdictions face an increasing number of political, budgetary and other fiscal challenges. Tax rates in the jurisdictions in which we operate may change as a result of macroeconomic and other factors outside of our control, making it increasingly difficult for multinational corporations like ourselves to operate with certainty about taxation in many jurisdictions. As a result, we could be materially adversely affected by future changes in tax law or policy (or in their interpretation or enforcement) in the jurisdictions where we operate, including the United States, which could have a material adverse effect on our business, cash flow, results of operations, financial condition, as well as our effective income tax rate.

12

The consulting services industry is highly competitive and we may not be able to compete effectively.
The consulting services industry in which we operate includes a large number of participants and is intensely competitive. We face competition from other business operations and financial consulting firms, general management consulting firms, the consulting practices of major accounting firms, regional and specialty consulting firms, and the internal professional resources of organizations. In addition, because there are relatively low barriers to entry, we expect to continue to face additional competition from new entrants into the business operations and financial consulting industries. Competition in several of the sectors in which we operate is particularly intense as many of our competitors are seeking to expand their market share in these sectors. Many of our competitors have a greater national and international presence, as well as have a significantly greater number of personnel, financial, technical, and marketing resources. In addition, these competitors may generate greater revenues and have greater name recognition than we do. Some of our competitors may also have lower overhead and other costs and, therefore, may be able to more effectively compete through lower cost service offerings. Our ability to compete also depends in part on the ability of our competitors to hire, retain, and motivate skilled professionals, the price at which others offer comparable services, the ability of our competitors to offer new and valuable products and services to clients, and our competitors’ responsiveness to their clients. If we are unable to compete successfully with our existing competitors or with any new competitors, our financial results will be adversely affected.
Our intellectual property rights in our “Huron Consulting Group” name are important, and any inability to use that name could negatively impact our ability to build brand identity.
We believe that establishing, maintaining, and enhancing the “Huron Consulting Group” name and “Huron” brand is important to our business. We are, however, aware of a number of other companies that use names containing “Huron.” There could be potential trade name or service mark infringement claims brought against us by the users of these similar names and marks and those users may have trade name or service mark rights that are senior to ours. If another company were to successfully challenge our right to use our name, or if we were unable to prevent a competitor from using a name that is similar to our name, our ability to build brand identity could be negatively impacted.
We may incur impairment charges with respect to our convertible debt investment in Shorelight.
In 2014 and 2015, we invested $27.9 million, in the form of zero coupon convertible debt, in Shorelight Holdings, LLC (“Shorelight”), the parent company of Shorelight Education. The investment is carried at its fair value of $49.5 million as of December 31, 2019, with unrealized holding gains and losses reported in other comprehensive income. In the first quarter of 2020, we invested an additional $13.0 million, in the form of 1.69% convertible debt with a senior liquidation preference. As of December 31, 2019, our investment in Shorelight is in an unrealized gain position. If the investment were to be in an unrealized loss position, we would assess whether the investment is other-than-temporarily impaired. We consider impairments to be other-than-temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. As of December 31, 2019, we have not identified any factors that indicate an other-than-temporary impairment. In the future, if there are adverse developments in Shorelight's business that may be the result of events within or outside of Shorelight's control or declines in value judged to be other-than-temporary, we may incur impairment charges with respect to our convertible debt investment, which could materially impact our results of operations.
Conflicts of interest could preclude us from accepting engagements thereby causing decreased utilization and revenues.
We provide services in connection with bankruptcy and other proceedings that usually involve sensitive client information and frequently are adversarial. In connection with bankruptcy proceedings, we are required by law to be “disinterested” and may not be able to provide multiple services to a particular client. In addition, our engagement agreement with a client or other business reasons may preclude us from accepting engagements from time to time with the client's competitors or adversaries. Moreover, in many industries in which we provide services, there has been a continuing trend toward business consolidations and strategic alliances. These consolidations and alliances reduce the number of companies that may seek our services and increase the chances that we will be unable to accept new engagements as a result of conflicts of interest. If we are unable to accept new engagements for any reason, our consultants may become underutilized, which would adversely affect our revenues and results of operations in future periods.
ITEM 1B.
UNRESOLVED STAFF COMMENTS.
None.
ITEM 2.
PROPERTIES.
We do not own any real estate or other physical properties. Our administrative and principal executive offices are located at 550 W. Van Buren Street, Chicago, Illinois 60607. We believe that our office facilities are suitable and adequate for our business as it is presently conducted.

13

ITEM 3.
LEGAL PROCEEDINGS.
From time to time, we are involved in legal proceedings and litigation arising in the ordinary course of business. As of the date of this Annual Report on Form 10-K, we are not a party to any litigation or legal proceeding that, in the current opinion of management, could have a material adverse effect on our financial position or results of operations. However, due to the risks and uncertainties inherent in legal proceedings, actual results could differ from current expected results.
ITEM 4.
MINE SAFETY DISCLOSURES.
Not applicable.
PART II
ITEM 5.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.
Market Information
Our common stock is traded on The NASDAQ Global Select Market under the symbol “HURN.” As of February 18, 2020, there were 370 registered holders of record of Huron’s common stock. A number of Huron’s stockholders hold their shares in street name; therefore, the Company believes that there are substantially more beneficial owners of its common stock.
Dividends
We have not declared or paid dividends on our common stock since we became a public company. Our board of directors re-evaluates this policy periodically. Any determination to pay cash dividends will be at the discretion of the board of directors and will be dependent upon our results of operations, financial condition, capital requirements, terms of our financing arrangements, and such other factors as the board of directors deems relevant. In addition, the amount of dividends we may pay is subject to the restricted payment provisions of our senior secured credit facility. See the Liquidity and Capital Resources section under Part II—Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" for further information on the restricted payment provisions of our senior secured credit facility.
Securities Authorized for Issuance Under Equity Compensation Plans
The information required by this item appears under Part III—Item 12. "Security Ownership of Certain Beneficial Owners and Management and Related Stockholders Matters.”
Purchases of Equity Securities by the Issuer and Affiliated Purchasers
Our Stock Ownership Participation Program, 2012 Omnibus Incentive Plan, and 2004 Omnibus Stock Plan, which was replaced by the 2012 Omnibus Incentive Plan, permit the netting of common stock upon vesting of restricted stock awards to satisfy individual tax withholding requirements. During the quarter ended December 31, 2019, we reacquired 2,816 shares of common stock with a weighted average fair market value of $62.69 as a result of such tax withholdings.
We currently have a share repurchase program pursuant to which we may, from time to time, repurchase up to $125 million of our common stock through October 31, 2020 (the "Share Repurchase Program"). The amount and timing of the repurchases will be determined by management and will depend on a variety of factors, including the trading price of our common stock, capacity under our line of credit, general market and business conditions, and applicable legal requirements.

14

The following table provides information with respect to purchases we made of our common stock during the quarter ended December 31, 2019.
Period
 
Total Number 
of Shares Purchased (1)
 
Average Price
Paid Per Share
 
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
 
Dollar Value of Shares that May Yet Be Purchased under the Plans or Programs (2)
October 1, 2019 – October 31, 2019
 
2,026

 
$
60.64

 
—

 
$
35,143,546

November 1, 2019 – November 30, 2019
 
89,263

 
$
66.63

 
89,263

 
$
29,193,168

December 1, 2019 – December 31, 2019
 
121,964

 
$
68.21

 
121,174

 
$
20,924,416

Total
 
213,253

 
$
67.48

 
210,437

 
 
 
(1)
The number of shares repurchased included 2,026 shares in October 2019 and 790 shares in December 2019 to satisfy employee tax withholding requirements. No shares were repurchased in November 2019 to satisfy employee tax withholding requirements. These shares do not reduce the repurchase authority under the Share Repurchase Program.
(2)
As of the end of the period.

15

ITEM 6.
SELECTED FINANCIAL DATA.
We have derived the following selected consolidated financial data as of and for the years ended December 31, 2015 through 2019 from our consolidated financial statements. The following data reflects the business acquisitions that we have completed through December 31, 2019. The results of operations for acquired businesses have been included in our results of operations since the date of their acquisitions. See Note 3 "Acquisitions" within the notes to our consolidated financial statements for additional information regarding our acquisitions. The following data also reflects the classification of discontinued operations.
The information set forth below is not necessarily indicative of the results of future operations and should be read in conjunction with Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the Consolidated Financial Statements and related notes included elsewhere in this Annual Report on Form 10-K. 
Consolidated Statements of Operations
(in thousands, except per share data):
 
Year Ended December 31,
 
2019
 
2018
 
2017
 
2016
 
2015
Revenues and reimbursable expenses:
 
 
 
 
 
 
 
 
 
 
Revenues
 
$
876,757

 
$
795,125

 
$
732,570

 
$
726,272

 
$
699,010

Reimbursable expenses
 
88,717

 
82,874

 
75,175

 
71,712

 
70,013

Total revenues and reimbursable expenses
 
965,474

 
877,999

 
807,745

 
797,984

 
769,023

Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses) (1):
 
 
 
 
 
 
 
 
 
 
Direct costs
 
575,602

 
521,537

 
454,806

 
437,556

 
401,915

Amortization of intangible assets and software development costs
 
5,375

 
4,247

 
10,932

 
15,140

 
16,788

Reimbursable expenses
 
88,696

 
82,923

 
75,436

 
71,749

 
69,932

Total direct costs and reimbursable expenses
 
669,673

 
608,707

 
541,174

 
524,445

 
488,635

Operating expenses and other losses (gains), net:
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative expenses
 
203,071

 
180,983

 
175,364

 
160,204

 
157,902

Restructuring charges
 
1,855

 
3,657

 
6,246

 
9,592

 
3,329

Litigation and other losses (gains), net
 
(1,196
)
 
(2,019
)
 
1,111

 
(1,990
)
 
(9,476
)
Depreciation and amortization (1)
 
28,365

 
34,575

 
38,213

 
31,499

 
25,135

Goodwill impairment charges
 
—

 
—

 
253,093

 
—

 
—

Total operating expenses and other losses (gains), net
 
232,095

 
217,196

 
474,027

 
199,305

 
176,890

Operating income (loss)
 
63,706

 
52,096

 
(207,456
)
 
74,234

 
103,498

Other income (expense), net:
 
 
 
 
 
 
 
 
 
 
Interest expense, net of interest income
 
(15,648
)
 
(19,013
)
 
(18,613
)
 
(16,274
)
 
(18,136
)
Other income (expense), net
 
4,433

 
(7,862
)
 
3,565

 
1,197

 
(1,797
)
Total other expense, net
 
(11,215
)
 
(26,875
)
 
(15,048
)
 
(15,077
)
 
(19,933
)
Income (loss) from continuing operations before taxes
 
52,491

 
25,221

 
(222,504
)
 
59,157

 
83,565

Income tax expense (benefit)
 
10,512

 
11,277

 
(51,999
)
 
19,677

 
21,670

Net income (loss) from continuing operations
 
41,979

 
13,944

 
(170,505
)
 
39,480

 
61,895

Income (loss) from discontinued operations, net of tax
 
(236
)
 
(298
)
 
388

 
(1,863
)
 
(2,843
)
Net income (loss)
 
$
41,743

 
$
13,646

 
$
(170,117
)
 
$
37,617

 
$
59,052


16

Consolidated Statements of Operations
(in thousands, except per share data):
 
Year Ended December 31,
 
2019
 
2018
 
2017
 
2016
 
2015
Net earnings (loss) per basic share:
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
$
1.91

 
$
0.64

 
$
(7.95
)
 
$
1.87

 
$
2.80

Income (loss) from discontinued operations, net of tax
 
(0.01
)
 
(0.01
)
 
0.02

 
(0.09
)
 
(0.13
)
Net income (loss)
 
$
1.90

 
$
0.63

 
$
(7.93
)
 
$
1.78

 
$
2.67

Net earnings (loss) per diluted share:
 
 
 
 
 
 
 
 
 
 
Net income (loss) from continuing operations
 
$
1.87

 
$
0.63

 
$
(7.95
)
 
$
1.84

 
$
2.74

Income (loss) from discontinued operations, net of tax
 
(0.02
)
 
(0.01
)
 
0.02

 
(0.08
)
 
(0.13
)
Net income (loss)
 
$
1.85

 
$
0.62

 
$
(7.93
)
 
$
1.76

 
$
2.61

Weighted average shares used in calculating net earnings (loss) per share:
 
 
 
 
 
 
 
 
 
 
Basic
 
21,993

 
21,706

 
21,439

 
21,084

 
22,136

Diluted
 
22,507

 
22,058

 
21,439

 
21,424

 
22,600

Consolidated Balance Sheet Data
(in thousands):
 
As of December 31,
 
2019
 
2018
 
2017
 
2016
 
2015
Cash and cash equivalents
 
$
11,604

 
$
33,107

 
$
16,909

 
$
17,027

 
$
58,437

Working capital (2)
 
$
20,192

 
$
(185,374
)
 
$
51,828

 
$
44,314

 
$
96,966

Total assets
 
$
1,104,271

 
$
1,049,532

 
$
1,036,928

 
$
1,153,215

 
$
1,159,543

Long-term debt, net of current portion (2)
 
$
208,324

 
$
53,853

 
$
342,507

 
$
292,065

 
$
307,376

Total stockholders’ equity (3)
 
$
585,465

 
$
540,624

 
$
503,316

 
$
648,033

 
$
652,325

(1)
Intangible asset amortization relating to customer contracts, certain client relationships, and software and amortization of software development costs are presented as a component of total direct costs. Depreciation and intangible assets amortization not classified as direct costs are presented as a component of operating expenses.
(2)
Our Convertible Notes with a principal amount of $250.0 million were classified as short-term debt on our consolidated balance sheet at December 31, 2018 as they had a maturity date of October 1, 2019. Upon maturity, we refinanced the outstanding notes with the borrowing capacity available under our revolving credit facility, which is classified as long-term debt on our consolidated balance sheet. Refer to the "Liquidity and Capital Resources" section under Part II—Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" and Note 7 “Financing Arrangements” within the notes to our consolidated financial statements for more information on our outstanding borrowings.
(3)
We have not declared or paid dividends on our common stock in the periods presented above. See Item 5. "Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities—Dividends."
ITEM 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A") should be read in conjunction with the information under Part II—Item 6. "Selected Financial Data," and our Consolidated Financial Statements and related notes appearing under Part II—Item 8. "Financial Statements and Supplementary Data." The following MD&A contains forward-looking statements and involves numerous risks and uncertainties, including, without limitation, those described under Part I—Item 1A. "Risk Factors" and "Forward-Looking Statements" of this Annual Report on Form 10-K. Actual results may differ materially from those contained in any forward-looking statements.
The following information summarizes our results of operations for 2019, 2018, and 2017; and discusses those results of operations for 2019 compared to 2018. For a discussion of our results of operations for 2018 compared to 2017, refer to Part II—Item 7. "Management’s Discussion and Analysis of Financial Condition and Results of Operations" of the Annual Report on Form 10-K for the year ended December 31, 2018, which was filed with the United States Securities and Exchange Commission on February 27, 2019.
OVERVIEW
Huron is a global consultancy that collaborates with clients to drive strategic growth, ignite innovation and navigate constant change. Through a combination of strategy, expertise and creativity, we help clients accelerate operational, digital and cultural transformation, enabling the change they need to own their future. By embracing diverse perspectives, encouraging new ideas and challenging the status quo, we create sustainable results for the organizations we serve.

17

We provide our services and manage our business under three operating segments: Healthcare, Business Advisory, and Education. See Part I—Item 1. "Business—Overview—Our Services” and Note 19 “Segment Information” within the notes to our consolidated financial statements for a discussion of our three segments.
How We Generate Revenues
A large portion of our revenues is generated by our full-time consultants who provide consulting services to our clients and are billable to our clients based on the number of hours worked. A smaller portion of our revenues is generated by our other professionals, also referred to as full-time equivalents, some of whom work variable schedules as needed by our clients. Full-time equivalent professionals consist of our coaches and their support staff from our Culture and Organizational Excellence solution, consultants who work variable schedules as needed by our clients, employees who provide managed services in our Healthcare segment, and our employees who provide software support and maintenance services to our clients. We translate the hours that these other professionals work on client engagements into a full-time equivalent measure that we use to manage our business. We refer to our full-time consultants and other professionals collectively as revenue-generating professionals.
Revenues generated by our full-time consultants are primarily driven by the number of consultants we employ and their utilization rates, as well as the billing rates we charge our clients. Revenues generated by our other professionals, or full-time equivalents, are largely dependent on the number of consultants we employ, their hours worked, and billing rates charged. Revenues generated by our coaches are largely dependent on the number of coaches we employ and the total value, scope, and terms of the consulting contracts under which they provide services, which are primarily fixed-fee contracts. Revenues generated by our Managed Services solution are dependent on the total value, scope and terms of the related contracts.
We generate our revenues from providing professional services under four types of billing arrangements: fixed-fee (including software license revenue); time-and-expense; performance-based; and software support, maintenance and subscriptions.
In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. It is the client’s expectation in these engagements that the pre-established fee will not be exceeded except in mutually agreed upon circumstances. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Culture and Organizational Excellence solution include fixed-fee partner contracts with multiple performance obligations, which primarily consist of coaching services, as well as speaking engagements, conferences, publications and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts, including speaking engagements, conferences and publications, are recognized at the time the goods or services are provided.
Fixed-fee arrangements also include software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract. License revenue from our research administration and compliance software is generally recognized in the month in which the software is delivered.
Fixed-fee engagements represented 45.8%, 47.4%, and 46.7% of our revenues for the years ended December 31, 2019, 2018, and 2017, respectively.
Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences and publications purchased by our clients outside of Partner Contracts within our Culture and Organizational Excellence solution. We recognize revenues under time-and-expense billing arrangements as the related services or publications are provided. Time-and-expense engagements represented 39.9%, 41.2%, and 43.0% of our revenues in 2019, 2018, and 2017, respectively.
In performance-based fee billing arrangements, fees are tied to the attainment of contractually defined objectives. We enter into performance-based engagements in essentially two forms. First, we generally earn fees that are directly related to the savings formally acknowledged by the client as a result of adopting our recommendations for improving operational and cost effectiveness in the areas we review. Second, we have performance-based engagements in which we earn a success fee when and if certain predefined outcomes occur. Often, performance-based fees supplement our time-and-expense or fixed-fee engagements. Effective January 1, 2018, we adopted ASC 606, Revenue from Contracts with Customers, on a modified retrospective basis and began recognizing revenues under performance-based billing arrangements by estimating the amount of variable consideration that is probable of being earned and recognizing that estimate over the length of the contract using a proportionate performance approach. Prior to adopting ASC 606 in 2018, we recognized revenues under performance-based billing arrangements when all related performance criteria were met. Performance-based fee revenues represented 8.9%, 6.1%, and 4.9% of our revenues in 2019, 2018, and 2017, respectively. The level of performance-based fees earned may vary based on our clients’ risk sharing preferences and the mix of services we provide.

18

Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. Software support, maintenance and subscription revenues are recognized ratably over the support or subscription period. These fees are generally billed in advance and included in deferred revenues until recognized. Software support and maintenance and subscription-based revenues represented 5.4%, 5.3%, and 5.4% of our revenues in 2019, 2018, and 2017, respectively.
Our quarterly results are impacted principally by our full-time consultants’ utilization rate, the bill rates we charge our clients, and the number of our revenue-generating professionals who are available to work. Our utilization rate can be negatively affected by increased hiring because there is generally a transition period for new professionals that results in a temporary drop in our utilization rate. Our utilization rate can also be affected by seasonal variations in the demand for our services from our clients. For example, during the third and fourth quarters of the year, vacations taken by our clients can result in the deferral of activity on existing and new engagements, which would negatively affect our utilization rate. The number of business work days is also affected by the number of vacation days taken by our consultants and holidays in each quarter. We typically have fewer business work days available in the fourth quarter of the year, which can impact revenues during that period.
Time-and-expense engagements do not provide us with a high degree of predictability as to performance in future periods. Unexpected changes in the demand for our services can result in significant variations in utilization and revenues and present a challenge to optimal hiring and staffing. Moreover, our clients typically retain us on an engagement-by-engagement basis, rather than under long-term recurring contracts. The volume of work performed for any particular client can vary widely from period to period.
Reimbursable Expenses
Reimbursable expenses that are billed to clients, primarily relating to travel and out-of-pocket expenses incurred in connection with engagements, are included in total revenues and reimbursable expenses. Under fixed-fee billing arrangements, we estimate the total amount of reimbursable expenses to be incurred over the course of the engagement and recognize the estimated amount as revenue using the proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Under time-and-expense billing arrangements, we recognize reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. When billings do not specifically identify reimbursable expenses, we allocate the portion of the billings equivalent to these expenses to reimbursable expenses.
We manage our business on the basis of revenues before reimbursable expenses, which we believe is the most accurate reflection of our services because it eliminates the effect of reimbursable expenses that we bill to our clients at cost.
Total Direct Costs
Our most significant expenses are costs classified as total direct costs. These total direct costs primarily include salaries, performance bonuses, signing and retention bonuses, payroll taxes, and benefits for revenue-generating professionals, as well as commissions, technology costs, product and event costs, and fees paid to independent contractors that we retain to supplement our revenue-generating professionals, typically on an as-needed basis for specific client engagements. Direct costs also include share-based compensation, which represents the cost of restricted stock and performance-based share awards granted to our revenue-generating professionals. Compensation expense for restricted stock awards and performance-based share awards is recognized ratably using either the straight-line attribution method or the graded vesting attribution method, as appropriate, over the requisite service period, which is generally three to four years. Total direct costs also include amortization of intangible assets, primarily relating to certain customer relationships, technology and software, and customer contracts acquired in business combinations, and internally developed software costs.
Operating Expenses and Other Losses (Gains), Net
Our operating expenses include selling, general and administrative expenses, which consist primarily of salaries, performance bonuses, payroll taxes, benefits, and share-based compensation for our support personnel. Also included in selling, general and administrative expenses is rent and other office related expenses, sales and marketing related expenses, professional fees, recruiting and training expenses, and practice administration and meetings expenses. Other operating expenses include restructuring charges, other gains and losses, depreciation and certain amortization expenses not included in total direct costs.
Segment Results
Segment operating income consists of the revenues generated by a segment, less the direct costs of revenue and selling, general and administrative expenses that are incurred directly by the segment. Unallocated costs include corporate costs related to administrative functions that are performed in a centralized manner that are not attributable to a particular segment. These administrative function costs

19

include corporate office support costs, office facility costs, costs relating to accounting and finance, human resources, legal, marketing, information technology, and company-wide business development functions, as well as costs related to overall corporate management.
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, selected segment and consolidated operating results and other operating data. The results of operations for acquired businesses have been included in our results of operations since the date of their respective acquisition.
 
Year Ended December 31,
 
2019
 
2018
 
2017
Segment and Consolidated Operating Results (in thousands):
 
 
 
 
 
Healthcare:
 
 
 
 
 
Revenues
$
399,221

 
$
364,763

 
$
356,909

Operating income
$
125,724

 
$
108,060

 
$
118,761

Segment operating income as a percentage of segment revenues
31.5
%
 
29.6
%
 
33.3
%
Business Advisory:
 
 
 
 
 
Revenues
$
252,508

 
$
236,185

 
$
207,753

Operating income
$
49,695

 
$
50,625

 
$
46,600

Segment operating income as a percentage of segment revenues
19.7
%
 
21.4
%
 
22.4
%
Education:
 
 
 
 
 
Revenues
$
225,028

 
$
194,177

 
$
167,908

Operating income
$
55,741

 
$
48,243

 
$
40,318

Segment operating income as a percentage of segment revenues
24.8
%
 
24.8
%
 
24.0
%
Total Company:
 
 
 
 
 
Revenues
$
876,757

 
$
795,125

 
$
732,570

Reimbursable expenses
88,717

 
82,874

 
75,175

Total revenues and reimbursable expenses
$
965,474

 
$
877,999

 
$
807,745

Statements of Operations reconciliation:
 
 
 
 
 
Segment operating income
$
231,160

 
$
206,928

 
$
205,679

Items not allocated at the segment level:
 
 
 
 
 
Other operating expenses
140,285

 
122,276

 
120,718

Litigation and other losses (gains), net
(1,196
)
 
(2,019
)
 
1,111

Depreciation and amortization
28,365

 
34,575

 
38,213

Goodwill impairment charges (1)
—

 
—

 
253,093

Total operating income (loss)
63,706

 
52,096

 
(207,456
)
Other expense, net
11,215

 
26,875

 
15,048

Income (loss) from continuing operations before taxes
52,491

 
25,221

 
(222,504
)
Income tax expense (benefit)
10,512

 
11,277

 
(51,999
)
Net income (loss) from continuing operations
$
41,979

 
$
13,944

 
$
(170,505
)
Earnings (loss) per share from continuing operations
 
 
 
 
 
Basic
$
1.91

 
$
0.64

 
$
(7.95
)
Diluted
$
1.87

 
$
0.63

 
$
(7.95
)

20

 
Year Ended December 31,
 
2019
 
2018
 
2017
Other Operating Data:
 
 
 
 
 
Number of full-time billable consultants (at period end) (2):
 
 
 
 
 
Healthcare
890

 
813

 
778

Business Advisory
930

 
813

 
809

Education
756

 
621

 
549

Total
2,576

 
2,247

 
2,136

Average number of full-time billable consultants (for the period) (2):
 
 
 
 
 
Healthcare
849

 
807

 
796

Business Advisory
892

 
769

 
740

Education
686

 
589

 
509

Total
2,427

 
2,165

 
2,045

Full-time billable consultant utilization rate (3):
 
 
 
 
 
Healthcare
79.4
%
 
81.7
%
 
78.4
%
Business Advisory
72.5
%
 
73.8
%
 
71.5
%
Education
76.8
%
 
76.6
%
 
72.8
%
Total
76.1
%
 
77.5
%
 
74.5
%
Full-time billable consultant average billing rate per hour (4):
 
 
 
 
 
Healthcare
$
231

 
$
209

 
$
206

Business Advisory (5)
$
201

 
$
215

 
$
205

Education
$
199

 
$
202

 
$
213

Total (5)
$
211

 
$
209

 
$
207

Revenue per full-time billable consultant (in thousands):
 
 
 
 
 
Healthcare
$
331

 
$
307

 
$
295

Business Advisory
$
273

 
$
293

 
$
268

Education
$
285

 
$
289

 
$
291

Total
$
297

 
$
297

 
$
284

Average number of full-time equivalents (for the period) (6):
 
 
 
 
 
Healthcare
244

 
219

 
213

Business Advisory
14

 
22

 
20

Education
47

 
39

 
35

Total
305

 
280

 
268

Revenue per full-time equivalent (in thousands):
 
 
 
 
 
Healthcare
$
485

 
$
536

 
$
576

Business Advisory
$
655

 
$
484

 
$
464

Education
$
617

 
$
601

 
$
564

Total
$
513

 
$
541

 
$
566

(1)
The non-cash goodwill impairment charges are not allocated at the segment level because the underlying goodwill asset is reflective of our corporate investment in the segments. We do not include the impact of goodwill impairment charges in our evaluation of segment performance.
(2)
Consists of our full-time professionals who provide consulting services and generate revenues based on the number of hours worked.
(3)
Utilization rate for our full-time billable consultants is calculated by dividing the number of hours all of our full-time billable consultants worked on client assignments during a period by the total available working hours for all of these consultants during the same period, assuming a forty-hour work week, less paid holidays and vacation days.
(4)
Average billing rate per hour for our full-time billable consultants is calculated by dividing revenues for a period by the number of hours worked on client assignments during the same period.
(5)
The Business Advisory segment includes operations of Huron Eurasia India. Absent the impact of Huron Eurasia India, the average billing rate per hour for the Business Advisory segment would have been $228, $246, and $233 for the years ended December 31, 2019, 2018 and 2017, respectively.
Absent the impact of Huron Eurasia India, Huron's consolidated average billing rate per hour would have been $220, $218, and $216 for the years ended December 31, 2019, 2018 and 2017, respectively.
(6)
Consists of coaches and their support staff within our Culture and Organizational Excellence solution, consultants who work variable schedules as needed by our clients, employees who provide managed services in our Healthcare segment, and full-time employees who provide software support and maintenance services to our clients.

21

Non-GAAP Measures
We also assess our results of operations using certain non-GAAP financial measures. These non-GAAP financial measures differ from GAAP because the non-GAAP financial measures we calculate to measure earnings (loss) before interest, taxes, depreciation and amortization ("EBITDA"), adjusted EBITDA, adjusted EBITDA as a percentage of revenues, adjusted net income from continuing operations, and adjusted diluted earnings per share from continuing operations exclude a number of items required by GAAP, each discussed below. These non-GAAP financial measures should be considered in addition to, and not as a substitute for or superior to, any measure of performance, cash flows, or liquidity prepared in accordance with GAAP. Our non-GAAP financial measures may be defined differently from time to time and may be defined differently than similar terms used by other companies, and accordingly, care should be exercised in understanding how we define our non-GAAP financial measures.
Our management uses the non-GAAP financial measures to gain an understanding of our comparative operating performance, for example when comparing such results with previous periods or forecasts. These non-GAAP financial measures are used by management in their financial and operating decision making because management believes they reflect our ongoing business in a manner that allows for meaningful period-to-period comparisons. Management also uses these non-GAAP financial measures when publicly providing our business outlook, for internal management purposes, and as a basis for evaluating potential acquisitions and dispositions. We believe that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating Huron’s current operating performance and future prospects in the same manner as management does and in comparing in a consistent manner Huron’s current financial results with Huron’s past financial results.
The reconciliations of these financial measures from GAAP to non-GAAP are as follows (in thousands, except per share amounts): 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Revenues
$
876,757

 
$
795,125

 
$
732,570

Net income (loss) from continuing operations
$
41,979

 
$
13,944

 
$
(170,505
)
Add back:
 
 
 
 
 
Income tax expense (benefit)
10,512

 
11,277

 
(51,999
)
Interest expense, net of interest income
15,648

 
19,013

 
18,613

Depreciation and amortization
33,740

 
38,822

 
49,145

Earnings (loss) before interest, taxes, depreciation and amortization (EBITDA)
101,879

 
83,056

 
(154,746
)
Add back:
 
 
 
 
 
Restructuring charges
1,855

 
3,657

 
6,246

Litigation and other losses (gains), net
(1,196
)
 
(2,019
)
 
1,111

Transaction-related expenses
2,680

 
—

 
—

Goodwill impairment charges
—

 
—

 
253,093

Other non-operating expense (income), net
—

 
5,807

 
(696
)
Foreign currency transaction losses (gains), net
160

 
475

 
(434
)
Adjusted EBITDA
$
105,378

 
$
90,976

 
$
104,574

Adjusted EBITDA as a percentage of revenues
12.0
%
 
11.4
%
 
14.3
%

22

 
Year Ended December 31,
 
2019
 
2018
 
2017
Net income (loss) from continuing operations
$
41,979

 
$
13,944

 
$
(170,505
)
Weighted average shares - diluted
22,507

 
22,058

 
21,439

Diluted earnings (loss) per share from continuing operations
$
1.87

 
$
0.63

 
$
(7.95
)
Add back:
 
 
 
 
 
Amortization of intangible assets
17,793

 
23,955

 
35,027

Restructuring charges
1,855

 
3,657

 
6,246

Litigation and other losses (gains), net
(1,196
)
 
(2,019
)
 
1,111

Transaction-related expenses
2,680

 
—

 
—

Goodwill impairment charges
—

 
—

 
253,093

Non-cash interest on convertible notes
6,436

 
8,232

 
7,851

Other non-operating expense (income), net
—

 
5,807

 
(696
)
Tax effect of adjustments
(7,200
)
 
(9,487
)
 
(91,557
)
Tax expense related to the enactment of Tax Cuts and Jobs Act of 2017
—

 
1,749

 
8,762

Tax benefit related to "check-the-box" election
(736
)
 
—

 
(2,728
)
Total adjustments, net of tax
19,632

 
31,894

 
217,109

Adjusted net income from continuing operations
$
61,611

 
$
45,838

 
$
46,604

Adjusted weighted average shares - diluted
22,507

 
22,058

 
21,627

Adjusted diluted earnings per share from continuing operations
$
2.74

 
$
2.08

 
$
2.15

These non-GAAP financial measures include adjustments for the following items:
Amortization of intangible assets: We have excluded the effect of amortization of intangible assets from the calculation of adjusted net income from continuing operations presented above. Amortization of intangibles is inconsistent in its amount and frequency and is significantly affected by the timing and size of our acquisitions.
Restructuring charges: We have incurred charges due to the restructuring of various parts of our business. These restructuring charges have primarily consisted of costs associated with office space consolidations, including lease impairment charges and accelerated depreciation on lease-related property and equipment, and severance charges. We have excluded the effect of the restructuring charges from our non-GAAP measures because the amount of each restructuring charge is significantly affected by the timing and size of the restructured business or component of a business.
Litigation and other losses (gains), net: We have excluded the effects of litigation and other losses (gains), net which primarily consist of net remeasurement losses and gains related to contingent acquisition liabilities and litigation settlement losses and gains to permit comparability with periods that were not impacted by these items.
Transaction-related expenses: To permit comparability with prior periods, we excluded the impact of transaction-related expenses for acquisitions, whether or not ultimately consummated, and which primarily relate to third-party legal and accounting fees. The transaction-related expenses incurred in 2019 primarily related to the evaluation of a potential acquisition that ultimately did not consummate.
Goodwill impairment charges: We have excluded the effect of the goodwill impairment charges that occurred in 2017 as these are infrequent events and their exclusion permits comparability with periods that were not impacted by such charges.
Non-cash interest on convertible notes: We incurred non-cash interest expense relating to the implied value of the equity conversion component of our Convertible Notes. The value of the equity conversion component was treated as a debt discount and amortized to interest expense over the life of the Convertible Notes using the effective interest rate method. We exclude this non-cash interest expense that does not represent cash interest payments from the calculation of adjusted net income from continuing operations as management believes that this non-cash expense is not indicative of the ongoing performance of our business.
Other non-operating expense (income), net: We have excluded the effects of other non-operating income and expense items as they are infrequent, management believes that these items are not indicative of the ongoing performance of our business, and their exclusion permits comparability with periods that were not impacted by such items. The other non-operating expense for 2018 consists of the loss on the sale of the Middle East practice within the Business Advisory segment in 2018. The other non-operating income for 2017 is primarily attributable to a $0.9 million gain on the sale of our Life Sciences C&O practice, partially offset by a $0.3 million remeasurement loss recorded on a promissory note that was amended in 2017.

23

Foreign currency transaction losses (gains), net: We have excluded the effect of foreign currency transaction losses and gains from the calculation of adjusted EBITDA because the amount of each loss or gain is significantly affected by timing and changes in foreign exchange rates.
Tax effect of adjustments: The non-GAAP income tax adjustment reflects the incremental tax impact applicable to the non-GAAP adjustments.
Tax expense related to the enactment of Tax Cuts and Jobs Act of 2017 ("2017 Tax Reform"): We have excluded the impact of the 2017 Tax Reform, which was enacted in the fourth quarter of 2017. The net tax expense recorded in 2018 was due to a valuation allowance for foreign tax credits and an adjustment to our withholding tax on outside basis differences due to our change in assertion for permanent reinvestment, which were partially offset by U.S. federal return to provision adjustments related to 2017 Tax Reform items on our 2017 corporate tax return. The tax expense for 2017 was primarily due to the remeasurement of net deferred tax balances at the lower federal income tax rate, additional one-time income tax expense related to the transition tax on accumulated foreign earnings, and withholding tax on outside basis differences due to our change in assertion for permanent reinvestment. The exclusion of the 2017 Tax Reform permits comparability with periods that were not impacted by this item.
Tax benefit related to "check-the-box" election: We have excluded the positive impacts of tax benefits related to our "check-the-box" elections. The tax benefit recorded in 2019 was the result of recognizing a previously unrecognized tax benefit due to the expiration of statute of limitations on our "check-the-box" election made in 2015 to treat certain wholly-owned foreign subsidiaries as disregarded entities for U.S. federal income tax purposes. The tax benefit recorded in 2017 was the result of recognizing a previously unrecognized tax benefit from our "check-the-box" election made in 2014 to treat one of our wholly-owned foreign subsidiaries as a disregarded entity for U.S. federal income tax purposes. The exclusion of these discrete tax benefits permit comparability with periods that were not impacted by this item. Refer to Note 17 “Income Taxes” within the notes to the consolidated financial statements for additional information on our "check-the-box" elections.
Income tax expense, Interest expense, net of interest income, Depreciation and amortization: We have excluded the effects of income tax expense, interest expense, net of interest income, and depreciation and amortization in the calculation of EBITDA as these are customary exclusions as defined by the calculation of EBITDA to arrive at meaningful earnings from core operations excluding the effect of such items.
Adjusted weighted average shares - diluted: As we reported a net loss for the year ended December 31, 2017, GAAP diluted weighted average shares outstanding equals the basic weighted average shares outstanding for that period. For the year ended December 31, 2017, the non-GAAP adjustments described above resulted in adjusted net income from continuing operations. Therefore, we included the dilutive common stock equivalents in the calculation of adjusted diluted weighted average shares outstanding for that period.
Year Ended December 31, 2019 Compared to Year Ended December 31, 2018
Revenues
Revenues increased $81.6 million, or 10.3%, to $876.8 million for the year ended December 31, 2019, from $795.1 million for the year ended December 31, 2018. Of the overall $81.6 million increase in revenues, $76.9 million was driven by our full-time billable consultants and $4.7 million was driven by our full-time equivalents.
The increase in full-time billable consultant revenues was attributable to strengthened demand for services in all of our segments, as discussed below in Segment Results, and reflected an increase in the average number of full-time billable consultants in 2019 compared to 2018.
The increase in full-time equivalent revenues was attributable to increases in full-time equivalent revenues in our Education and Healthcare segments, partially offset by a decrease in full-time equivalent revenues in our Business Advisory segment, as discussed below in Segment Results; and reflected an overall increase in the average number of full-time equivalents, partially offset by an overall decrease in revenue per full-time equivalent.
Total Direct Costs
Our total direct costs, including amortization of intangible assets and software development costs, increased $55.2 million, or 10.5%, to $581.0 million for the year ended December 31, 2019 from $525.8 million for the year ended December 31, 2018. The overall $55.2 million increase in direct costs primarily related to a $32.2 million increase in salaries and related expenses for our revenue-generating professionals, which was largely driven by increased headcount in all of our segments; a $15.7 million increase in performance bonus expense for our revenue-generating professionals; a $3.2 million increase in contractor expense; and a $2.3 million increase in share-based compensation expense for our revenue-generating professionals. As a percentage of revenues, our total direct costs increased to 66.3% during 2019 compared to 66.1% during 2018, primarily due to the increase in performance bonus expense for our revenue-generating professionals as a percentage of revenues, largely offset by revenue growth that outpaced the increase in salaries and related expenses for our revenue-generating professionals.

24

Total direct costs for the year ended December 31, 2019 included $5.4 million of amortization expense for internal software development costs and intangible assets, compared to $4.2 million of amortization expense in 2018. The $1.1 million increase in amortization expense was primarily attributable to a $1.4 million increase in amortization of internal software development costs, partially offset by a $0.2 million decrease in intangible asset amortization attributable to certain intangible assets acquired in our Studer Group acquisition which were fully amortized in prior periods. Intangible asset amortization included within direct costs for the years ended December 31, 2019 and 2018 related to technology and software, certain customer relationships, publishing content and customer contracts acquired in connection with our business acquisitions. See Note 3 "Acquisitions" and Note 4 "Goodwill and Intangible Assets" within the notes to our consolidated financial statements for additional information about our intangible assets.
Operating Expenses and Other Losses (Gains), Net
Selling, general and administrative expenses increased $22.1 million, or 12.2%, to $203.1 million for the year ended December 31, 2019, compared to $181.0 million for the year ended December 31, 2018. The overall increase of $22.1 million was primarily related to a $10.9 million increase in salaries and related expenses for our support personnel; a $4.5 million increase in data hosting and software related expenses; a $2.7 million increase in share-based compensation expense for our support personnel; a $2.4 million increase in legal expenses; a $1.7 million increase in performance bonus expense for our support personnel; and a $1.3 million increase in promotion and marketing expenses. These increases were partially offset by a $2.2 million decrease in facilities expense. The increases in share-based compensation expense and performance bonus expense for our support personnel were largely driven by overall improved company-wide performance. The increase in legal expenses was primarily due to third-party transaction-related expenses related to the evaluation of a potential acquisition that ultimately did not consummate. As a percentage of revenues, selling, general and administrative expenses increased to 23.2% during 2019 compared to 22.8% during 2018, primarily due to the items described above.
Restructuring charges for the year ended December 31, 2019 totaled $1.9 million, compared to $3.7 million for the year ended December 31, 2018. During 2019, we exited a portion of our Lake Oswego, Oregon office resulting in a $0.7 million lease impairment charge on the related operating lease right-of-use (“ROU”) asset and leasehold improvements and $0.2 million of accelerated depreciation on furniture and fixtures in that office. The lease impairment charge was recognized in accordance with ASC 842, Leases, which we adopted on a modified retrospective basis on January 1, 2019. See Note 2 “Summary of Significant Accounting Policies” within the notes to our consolidated financial statements for additional information on our adoption of ASC 842. See Note 5 “Leases” within the notes to our consolidated financial statements for additional information on the long-lived asset impairment test performed in 2019. Additionally, during 2019, we exited the remaining portion of our Middleton, Wisconsin office and an office space in Houston, Texas, resulting in restructuring charges of $0.4 million and $0.1 million, respectively, which primarily related to accelerated depreciation on related furniture and fixtures in those offices. During the fourth quarter of 2019, we entered into an amendment to the lease of our principal executive offices in Chicago, Illinois. Among other items, the amendment terminated the lease with respect to certain leased space which we previously vacated and currently sublease to a third-party. As a result of the amendment, we recognized a restructuring gain of $0.4 million. See Note 5 “Leases” for additional information on the amendment. Additional restructuring charges during 2019 include $0.6 million related to workforce reductions as we continue to better align resources with market demand and workforce reductions in our corporate operations.
The $3.7 million of restructuring charges in 2018 primarily consisted of $2.1 million related to workforce reductions to better align resources with market demand; $0.8 million related to the accrual of remaining lease payments, net of estimated sublease income, and accelerated depreciation on leasehold improvements due to exiting a portion of our Middleton, Wisconsin office; $0.4 million related to updated lease assumptions and commission costs for our San Francisco office vacated in 2017; and $0.3 million related to the divestiture of our Middle East practice within the Business Advisory segment. During the second quarter of 2018, we sold our Middle East business to a former employee who was the practice leader of that business at the time. The office exit costs incurred in 2018 were accounted for in accordance with ASC 840, Leases. See Note 11 “Restructuring Charges” within the notes to our consolidated financial statements for further discussion of our restructuring expenses.
Litigation and other losses (gains), net totaled to a net gain of $1.2 million for the year ended December 31, 2019, which primarily consisted of $1.5 million of remeasurement gains to decrease the estimated fair value of our liabilities for contingent consideration payments related to business acquisitions, partially offset by a $0.4 million litigation loss accrual related to a legal claim that was subsequently settled during the first quarter of 2020. Litigation and other losses (gains), net totaled a net gain of $2.0 million for the year ended December 31, 2018, which primarily consisted of a $2.5 million litigation settlement gain for the resolution of Huron's claim in a class action lawsuit, partially offset by $0.4 million of net remeasurement losses to increase the estimated fair value of our contingent consideration liabilities related to business acquisitions. In connection with certain business acquisitions, we may be required to pay post-closing consideration to the sellers if specific financial performance targets are met over a number of years as specified in the related purchase agreements. See Note 13 “Fair Value of Financial Instruments” within the notes to our consolidated financial statements for additional information on the fair value of contingent consideration liabilities.
Depreciation and amortization expense decreased $6.2 million, or 18.0%, to $28.4 million for the year ended December 31, 2019, from $34.6 million for the year ended December 31, 2018. The decrease was primarily attributable to decreasing amortization expense of the trade name and customer relationships acquired in our Studer Group acquisition and certain customer relationships acquired in other business

25

acquisitions, due to the accelerated basis of amortization in prior periods, as well as certain other customer relationships acquired in business acquisitions that were fully amortized in prior periods. Intangible asset amortization included within operating expenses for the years ended December 31, 2019 and 2018 primarily related to certain customer relationships, trade names and non-competition agreements acquired in connection with our business acquisitions. See Note 3 “Acquisitions” and Note 4 “Goodwill and Intangible Assets” within the notes to our consolidated financial statements for additional information about our intangible assets.
Operating Income
Operating income increased $11.6 million, to $63.7 million for the year ended December 31, 2019, from $52.1 million for the year ended December 31, 2018. Operating margin, which is defined as operating income expressed as a percentage of revenues, increased to 7.3% in 2019 compared to 6.6% in 2018. The increase in operating margin was primarily attributable to the revenue growth that outpaced the increase in salaries and related expenses for our revenue-generating professionals and the decrease in intangible asset amortization expense; partially offset by the increase in performance bonus expense for our revenue-generating professionals, as a percentage of revenues.
Other Expense, Net
Total other expense, net decreased by $15.7 million to $11.2 million for the year ended December 31, 2019, from $26.9 million for the year ended December 31, 2018. The decrease in total other expense, net was primarily attributable to a $4.5 million net gain recognized in 2019 for the market value of our investments that are used to fund our deferred compensation liability, compared to a net loss of $1.6 million in 2018; as well as a $5.8 million loss recorded in 2018 related to the divestiture of our Middle East practice within our Business Advisory segment. During the second quarter of 2018, we sold our Middle East business to a former employee who was the practice leader of that business at the time. Interest expense, net of interest income decreased $3.4 million to $15.6 million in 2019 from $19.0 million in 2018, which was primarily attributable to the maturity of our Convertible Notes on October 1, 2019. See Note 7 “Financing Arrangements” within the notes to our consolidated financial statements for additional information about our Convertible Notes.
Income Tax Expense
For the year ended December 31, 2019, our effective tax rate was 20.0% as we recognized income tax expense from continuing operations of $10.5 million on income from continuing operations of $52.5 million. For the year ended December 31, 2018, our effective tax rate was 44.7% as we recognized income tax expense from continuing operations of $11.3 million on income from continuing operations of $25.2 million.
The effective tax rate for 2019 was more favorable than the statutory rate, inclusive of state income taxes, of 25.9%, primarily due to a $1.6 million tax benefit related to federal and state tax credits, which had a favorable impact of 3.1% on the effective tax rate; a $1.5 million tax benefit related to the change in valuation allowance primarily due to realizing deferred tax assets recorded for foreign tax credits, which had a favorable impact of 2.9% on the effective tax rate; and a $1.0 million tax benefit related to non-taxable gains on our investments used to fund our deferred compensation liability, which had a favorable impact of 1.8% on the effective tax rate. These favorable items were partially offset by $1.0 million of additional tax expense related to disallowed executive compensation, which had an unfavorable impact of 2.0% on the effective tax rate.
The effective tax rate for 2018 was less favorable than the statutory rate, inclusive of state income taxes, of 26.2%, primarily due to $1.8 million of discrete tax expense for valuation allowances, primarily due to uncertainties relating to the ability to utilize deferred tax assets recorded for foreign tax credits, which had an unfavorable impact of 6.9% on the effective tax rate; $1.2 million of discrete tax expense for share-based compensation awards that vested during 2018, which had an unfavorable impact of 4.9% on the effective tax rate; $0.6 million of additional tax expense related to disallowed executive compensation, which had an unfavorable impact of 2.5% on the effective tax rate; and $0.6 million of additional tax expense related to the change in fair value of contingent consideration, which had an unfavorable impact of 2.4% on the effective tax rate.
Net Income from Continuing Operations
Net income from continuing operations increased by $28.0 million to $42.0 million for the year ended December 31, 2019, from $13.9 million for the year ended December 31, 2018. As a result of the increase in net income from continuing operations, diluted earnings per share from continuing operations for the year ended December 31, 2019 was $1.87 compared to $0.63 for 2018.
EBITDA and Adjusted EBITDA
EBITDA increased $18.8 million to $101.9 million for the year ended December 31, 2019, from $83.1 million for the year ended December 31, 2018. Adjusted EBITDA increased $14.4 million to $105.4 million in 2019 from $91.0 million in 2018. The increase in EBITDA was primarily attributable to the increase in revenues for the year ended December 31, 2019 compared to the same prior year period and the loss on the divestiture of our Middle East business within our Business Advisory segment recorded in 2018. These increases to EBITDA were partially offset by the increases in salaries and related expenses for our revenue-generating professionals, selling, general and administrative

26

expenses, and performance bonus expense for our revenue-generating professionals recognized in 2019 compared to 2018. The increase in adjusted EBITDA was primarily attributable to the increase in revenues, partially offset by the increases in salaries and related expenses for our revenue-generating professionals, selling, general and administrative expenses, and performance bonus expense for our revenue-generating professionals in 2019 compared to 2018.
Adjusted Net Income from Continuing Operations
Adjusted net income from continuing operations increased $15.8 million to $61.6 million for the year ended December 31, 2019, compared to $45.8 million for the year ended December 31, 2018. As a result of the increase in adjusted net income from continuing operations, adjusted diluted earnings per share from continuing operations increased by $0.66 to $2.74 in 2019, compared to $2.08 in 2018.
Segment Results
Healthcare
Revenues
Healthcare segment revenues increased $34.5 million, or 9.4%, to $399.2 million for the year ended December 31, 2019, from $364.8 million for the year ended December 31, 2018.
For the year ended December 31, 2019, revenues from fixed-fee arrangements; time-and-expense arrangements; performance-based arrangements; and software support, maintenance and subscription arrangements represented 62.5%, 13.8%, 17.8%, and 5.9% of this segment’s revenues, respectively, compared to 65.6%, 16.0%, 11.7%, and 6.7%, respectively, in 2018. Performance-based fee revenue was $71.1 million in 2019, compared to $42.7 million in 2018. The level of performance-based fees earned may vary based on our clients’ risk sharing preferences and the mix of services we provide.
Of the overall $34.5 million increase in revenues, $33.5 million was attributable to an increase in revenues from our full-time billable consultants and $1.0 million was attributable to our full-time equivalents. The increase in revenues attributable to our full-time billable consultants reflected increases in the average billing rate and the average number of full-time billable consultants, partially offset by a decrease in the consultant utilization rate in 2019 compared to 2018. The increase in revenues attributable to our full-time equivalents reflected an increase in the average number of full-time equivalents, partially offset by a decrease in the revenue per full-time equivalent in 2019 compared to 2018.
Operating Income
Healthcare segment operating income increased $17.7 million, or 16.3%, to $125.7 million for the year ended December 31, 2019, from $108.1 million for the year ended December 31, 2018. The Healthcare segment operating margin, defined as segment operating income expressed as a percentage of segment revenues, increased to 31.5% in 2019 from 29.6% in 2018. The increase in this segment’s operating margin was primarily attributable to revenue growth that outpaced an increase in salaries and related expenses for our revenue-generating professionals, partially offset by an increase in performance bonus expense for our revenue-generating professionals, as a percentage of revenues.
Business Advisory
Revenues
Business Advisory segment revenues increased $16.3 million, or 6.9%, to $252.5 million for the year ended December 31, 2019, from $236.2 million for the year ended December 31, 2018.
For the year ended December 31, 2019, revenues from fixed-fee arrangements; time-and-expense arrangements; performance-based arrangements; and software support, maintenance and subscription arrangements represented 39.9%, 55.3%, 2.7%, and 2.1% of this segment's revenues, respectively, compared to 41.5%, 54.5%, 2.3%, and 1.7%, respectively, in 2018. Performance-based fee revenue for the year ended December 31, 2019 was $6.9 million compared to $5.4 million in 2018. The level of performance-based fees earned may vary based on our clients’ preferences and the mix of services we provide.
Of the overall $16.3 million increase in revenues, $18.0 million was attributable to an increase in revenues generated by our full-time billable consultants; partially offset by a $1.7 million decrease in revenues generated by our full-time equivalents. The increase in revenues from our full-time billable consultants reflected an increase in the average number of full-time billable consultants, partially offset by decreases in the average billing rate and the consultant utilization rate. The decrease in revenues from our full-time equivalents was driven by a decreased use of contractors and project consultants, partially offset by an increase in software support and maintenance revenues; and reflected a decrease in the average number of full-time equivalents, partially offset by an increase in revenue per full-time equivalent in 2019 compared to 2018.

27

Operating Income
Business Advisory segment operating income decreased by $0.9 million, or 1.8%, to $49.7 million for the year ended December 31, 2019, compared to $50.6 million for the year ended December 31, 2018. Segment operating margin decreased to 19.7% for 2019 from 21.4% for 2018. The decrease in this segment’s operating margin was also attributable to increases in salaries and related expenses and performance bonus expense for our revenue-generating professionals, as percentages of revenues. These decreases to the operating margin, were offset by decreases in contractor expense, restructuring charges, and third-party consulting expenses. Additionally, the decrease in the operating margin reflected a higher percentage of this segment's revenues derived from our lower margin solutions in 2019 compared to 2018.
Education
Revenues
Education segment revenues increased $30.9 million, or 15.9%, to $225.0 million for the year ended December 31, 2019, from $194.2 million for the year ended December 31, 2018.
For the year ended December 31, 2019, revenues from fixed-fee arrangements; time-and-expense arrangements; and software support, maintenance and subscription arrangements represented 23.0%, 68.8%, and 8.2% of this segment’s revenues, respectively, compared to 20.4%, 72.5%, and 7.1%, respectively, in 2018.
Of the overall $30.9 million increase in revenues, $25.4 million was attributable to revenues generated by our full-time billable consultants and $5.5 million was attributable to our full-time equivalents. The increase in revenues from our full-time billable consultants reflected an increase in the average number of full-time billable consultants; partially offset by a decrease in the average billing rate in 2019 compared to 2018. The increase in revenues from our full-time equivalents was primarily driven by an increased use of contractors and an increase in software and data hosting revenues, partially offset by a decreased use of project consultants; and reflected increases in the average number of full-time equivalents and revenue per full-time equivalent in 2019 compared to 2018.
Operating Income
Education segment operating income increased $7.5 million, or 15.5%, to $55.7 million for the year ended December 31, 2019, from $48.2 million for the year ended December 31, 2018. The Education segment operating margin was 24.8% for both 2019 and 2018. The Education segment's revenue growth outpaced increases in salaries and related expenses for our revenue-generating professionals and selling, general and administrative expenses. This increase to the operating margin was offset by increases in contractor expense and performance bonus expense for our revenue-generating professionals, as percentages of revenues.
LIQUIDITY AND CAPITAL RESOURCES
Cash and cash equivalents were $11.6 million, $33.1 million, and $16.9 million at December 31, 2019, 2018, and 2017, respectively. As of December 31, 2019, our primary sources of liquidity are cash on hand, cash flows from our U.S. operations, and borrowing capacity available under our credit facility. 
Cash Flows (in thousands):
 
Year Ended December 31,
 
2019
 
2018
 
2017
Net cash provided by operating activities
 
$
132,220

 
$
101,658

 
$
99,795

Net cash used in investing activities
 
(35,002
)
 
(18,562
)
 
(128,948
)
Net cash provided by (used in) financing activities
 
(118,836
)
 
(66,690
)
 
28,821

Effect of exchange rate changes on cash
 
115

 
(208
)
 
214

Net increase (decrease) in cash and cash equivalents
 
$
(21,503
)
 
$
16,198

 
$
(118
)
Operating Activities
Net cash provided by operating activities totaled $132.2 million and $101.7 million for the years ended December 31, 2019 and 2018, respectively. Our operating assets and liabilities consist primarily of receivables from billed and unbilled services, accounts payable and accrued expenses, accrued payroll and related benefits, and deferred revenues. The volume of services rendered and the related billings and timing of collections on those billings, as well as payments of our accounts payable and salaries, bonuses, and related benefits to employees affect these account balances.
The increase in cash provided by operating activities in 2019 compared to 2018 was primarily attributable to an increase in cash collections from clients, which was driven by revenue growth, partially offset by the higher amount paid for annual performance bonuses during the first quarter of 2019 compared to the first quarter of 2018.

28

Investing Activities
Net cash used in investing activities was $35.0 million and $18.6 million for the years ended December 31, 2019 and 2018, respectively.
The use of cash in 2019 primarily consisted of $13.2 million for purchases of property and equipment, primarily related to purchases of computers and network equipment and leasehold improvements for new office spaces in certain locations; $10.3 million for payments related to internally developed software; $5.0 million for a purchase of investment securities in the fourth quarter of 2019; $4.7 million for contributions to our life insurance policies which fund our deferred compensation plan; and $2.5 million for the purchase of a business in the third quarter of 2019.
The use of cash in 2018 primarily consisted of $8.9 million for purchases of property and equipment, primarily related to purchases of computers and network equipment; $6.1 million for payments related to internally developed software; $2.3 million for payments related to the divestiture of our Middle East practice within the Business Advisory segment; and $2.0 million for contributions to our life insurance policies which fund our deferred compensation plan.
We estimate that cash utilized for purchases of property and equipment and software in 2020 will be approximately $25 to $30 million; primarily consisting of software development costs, information technology related equipment to support our corporate infrastructure, and leasehold improvements for certain office locations.
Financing Activities
Net cash used in financing activities was $118.8 million and $66.7 million for the years ended December 31, 2019 and 2018, respectively.
During 2019, we borrowed $347.0 million under our credit facility, of which $217.0 million was used to repay a portion of the $250.0 million outstanding principal on our Convertible Notes in the fourth quarter of 2019. The remaining $33.0 million outstanding principal on our Convertible Notes was repaid with cash on hand. During 2019, we also made repayments on our credit facility of $192.5 million. Additionally, we repurchased and retired $14.2 million of our common stock under our Share Repurchase Program, as defined below, of which $1.2 million settled in the first quarter of 2020. During 2019, we paid $10.0 million to the sellers of certain business acquisitions for achieving specified financial performance targets in accordance with the related purchase agreements. Of the total $10.0 million paid, $4.7 million is classified as a cash outflow from financing activities and represents the amount paid up to the initial fair value of contingent consideration liability recorded as of the acquisition date. The remaining $5.3 million is classified as a cash outflow from operating activities.
During 2018, we borrowed $204.3 million under our credit facility and made repayments on our credit facility of $259.8 million. We also paid $12.0 million to the sellers of certain businesses acquisitions for achieving specified financial performance targets in accordance with the related purchase agreements. Of the $12.0 million paid, $7.0 million is classified as a cash outflow from financing activities and represents the amount paid up to the initial fair value of the contingent consideration liability recorded as of the acquisition date. The remaining $5.0 million is classified as a cash outflow from operating activities.
Share Repurchase Program
We currently have a share repurchase program permitting us to repurchase up to $125 million of our common stock through October 31, 2020 (the "Share Repurchase Program"). The amount and timing of the repurchases will be determined by management and will depend on a variety of factors, including the trading price of our common stock, capacity under our credit facility, general market and business conditions, and applicable legal requirements. In 2019, we repurchased and retired 210,437 shares for $14.2 million, of which $1.2 million settled in the first quarter of 2020. No shares were repurchased under this program in 2018. As of December 31, 2019, $20.9 million remains available for share repurchases.
Financing Arrangements
At December 31, 2019, we had $205.0 million outstanding under our senior secured credit facility and $3.9 million outstanding under a promissory note, as discussed below. The Convertible Notes matured on October 1, 2019.
1.25% Convertible Senior Notes
In September 2014, we issued $250 million principal amount of 1.25% convertible senior notes due 2019 in a private offering. The Convertible Notes were senior unsecured obligations of the Company and paid interest semi-annually on April 1 and October 1 of each year at an annual rate of 1.25%. The Convertible Notes matured on October 1, 2019. Upon maturity, we refinanced $217.0 million of the principal amount of the outstanding Convertible Notes with the borrowing capacity available under our revolving credit facility and funded the remaining $33.0 million principal payment with cash on hand. See Note 7 “Financing Arrangements” within the notes to the consolidated financial statements for additional information on our Convertible Notes.

29

Senior Secured Credit Facility
The Company has a $600 million senior secured revolving credit facility, subject to the terms of a Second Amended and Restated Credit Agreement dated as of March 31, 2015, as amended to date (as amended and modified the "Amended Credit Agreement"), that becomes due and payable in full upon maturity on September 27, 2024. The Amended Credit Agreement provides the option to increase the revolving credit facility or establish term loan facilities in an aggregate amount of up to $150 million, subject to customary conditions and the approval of any lender whose commitment would be increased, resulting in a maximum available principal amount under the Amended Credit Agreement of $750 million. Borrowings under the Amended Credit Agreement may be used for working capital, capital expenditures, acquisitions of businesses, share repurchases, and general corporate purposes.
Fees and interest on borrowings vary based on our Consolidated Leverage Ratio (as defined in the Amended Credit Agreement). At our option, borrowings under the Amended Credit Agreement will bear interest at one, two, three or six-month LIBOR or an alternate base rate, in each case plus the applicable margin. The applicable margin will fluctuate between 1.125% per annum and 1.875% per annum, in the case of LIBOR borrowings, or between 0.125% per annum and 0.875% per annum, in the case of base rate loans, based upon our Consolidated Leverage Ratio at such time.
Amounts borrowed under the Amended Credit Agreement may be prepaid at any time without premium or penalty. We are required to prepay the amounts outstanding under the Amended Credit Agreement in certain circumstances. In addition, we have the right to permanently reduce or terminate the unused portion of the commitments provided under the Amended Credit Agreement at any time.
The Amended Credit Agreement contains usual and customary representations and warranties; affirmative and negative covenants, which include limitations on liens, investments, additional indebtedness, and restricted payments; and two quarterly financial covenants as follows: (i) a maximum Consolidated Leverage Ratio (defined as the ratio of debt to consolidated EBITDA) of 3.75 to 1.00; however, the maximum permitted Consolidated Leverage Ratio will increase to 4.00 to 1.00 upon the occurrence of certain transactions, and (ii) a minimum Consolidated Interest Coverage Ratio (defined as the ratio of consolidated EBITDA to interest) of 3.50 to 1.00. Consolidated EBITDA for purposes of the financial covenants is calculated on a continuing operations basis and includes adjustments to add back non-cash goodwill impairment charges, share-based compensation costs, certain non-cash restructuring charges, pro forma historical EBITDA for businesses acquired, and other specified items in accordance with the Amended Credit Agreement. At December 31, 2019 and December 31, 2018, we were in compliance with these financial covenants. Our Consolidated Leverage Ratio as of December 31, 2019 was 1.64 to 1.00, compared to 2.83 to 1.00 as of December 31, 2018. Our Consolidated Interest Coverage Ratio as of December 31, 2019 was 15.29 to 1.00, compared to 11.03 to 1.00 as of December 31, 2018. The reduction in our Consolidated Leverage Ratio as of December 31, 2019 compared to December 31, 2018 was driven by an increase in cash flows from operations, deployment of cash to reduce borrowings and improved profitability. Our maximum borrowing capacity, after consideration of our restrictive covenants and the unused borrowing capacity under the revolving credit facility, was $271.6 million at December 31, 2019 compared to $100.1 million at December 31, 2018.
Principal borrowings outstanding under the Amended Credit Agreement at December 31, 2019 and December 31, 2018 totaled $205.0 million and $50.0 million, respectively. These borrowings carried a weighted average interest rate of 3.0% at December 31, 2019 and 3.7% at December 31, 2018 including the impact of the interest rate swap described in Note 12 “Derivative Instruments and Hedging Activity" within the notes to the consolidated financial statements. The borrowing capacity under the revolving credit facility is reduced by any outstanding borrowings under the revolving credit facility and outstanding letters of credit. At December 31, 2019, we had outstanding letters of credit totaling $1.7 million, which are primarily used as security deposits for our office facilities.
The Amended Credit Agreement contains restricted payment provisions, including a potential limit on the amount of dividends we may pay. Pursuant to the terms of the Amended Credit Agreement, if our Consolidated Leverage Ratio is greater than 3.25, the amount of dividends and other Restricted Payments (as defined in the Amended Credit Agreement) we may pay is limited to an amount up to $25 million.
For further information, see Note 7 “Financing Arrangements” within the notes to the consolidated financial statements. For a discussion of certain risks and uncertainties related to the Amended Credit Agreement, see Part I—Item 1A. "Risk Factors.”
Promissory Note due 2024
On June 30, 2017, in conjunction with our purchase of an aircraft related to the acquisition of Innosight, we assumed, from the sellers of the aircraft, a promissory note with an outstanding principal balance of $5.1 million. The principal balance of the promissory note is subject to scheduled monthly principal payments until the maturity date of March 1, 2024, at which time a final payment of $1.5 million, plus any accrued and unpaid interest, will be due. Under the terms of the promissory note, we pay interest on the outstanding principal amount at a rate of one-month LIBOR plus 1.97% per annum. The obligations under the promissory note are secured pursuant to a Loan and Aircraft Security Agreement with Banc of America Leasing & Capital, LLC, which grants the lender a first priority security interest in the aircraft. At December 31, 2019, the outstanding principal amount of the promissory note was $3.9 million, and the aircraft had a carrying amount of $5.1 million. At December 31, 2018, the outstanding principal amount of the promissory note was $4.4 million, and the aircraft had a carrying amount of $5.8 million.

30

For further information, see Note 7 “Financing Arrangements” within the notes to the consolidated financial statements.
Future Needs
Our primary financing need has been to fund our growth. Our growth strategy is to expand our service offerings, which may require investments in new hires, acquisitions of complementary businesses, possible expansion into other geographic areas, and related capital expenditures. We believe our internally generated liquidity, together with our available cash, the borrowing capacity available under our revolving credit facility, and access to external capital resources will be adequate to fund our long-term growth and capital needs arising from cash commitments and debt service obligations. Our ability to secure short-term and long-term financing in the future will depend on several factors, including our future profitability, the quality of our accounts receivable and unbilled services, our relative levels of debt and equity, and the overall condition of the credit markets.
CONTRACTUAL OBLIGATIONS
The following table represents our significant obligations and commitments as of December 31, 2019 and the scheduled years of payments (in thousands).
 
 
 
Payments Due by Period
 
Total
 
2020
 
2021-2022
 
2023-2024
 
Thereafter
Long-term bank borrowings—principal and interest (1)
$
234,037

 
$
6,113

 
$
12,226

 
$
215,698

 
$
—

Promissory note—principal and interest (2)
4,276

 
661

 
1,308

 
2,307

 
—

Operating lease obligations (3)
90,887

 
9,772

 
23,541

 
22,363

 
35,211

Purchase obligations (4)
29,593

 
15,504

 
9,869

 
4,220

 
—

Deferred compensation (5)
27,544

 
 
 
 
 
 
 
 
Uncertain tax positions (6)
78

 
 
 
 
 
 
 
 
Total contractual obligations
$
386,415

 
$
32,050

 
$
46,944

 
$
244,588

 
$
35,211

(1)
The interest payments on long-term bank borrowings are estimated based on the principal amount outstanding and the interest rate in effect as of December 31, 2019. Actual future interest payments will differ due to changes in our borrowings outstanding and the interest rate on those borrowings, as the interest rate varies based on the fluctuations in the variable base rates and the spread we pay over those base rates pursuant to the Amended Credit Agreement. Refer to “Liquidity and Capital Resources” and Note 7 “Financing Arrangements” within the notes to our consolidated financial statements for more information on our outstanding borrowings.
(2)
The interest payments on the promissory note are estimated based on the principal amount outstanding, scheduled principal payments, and the interest rate in effect as of December 31, 2019. Actual future interest payments may differ due to changes in the principal amount outstanding and the interest rate on that principal amount, as the interest rate varies based on the fluctuations in the one-month LIBOR rate. Refer to “Liquidity and Capital Resources” and Note 7 “Financing Arrangements” within the notes to our consolidated financial statements for more information on the promissory note.
(3)
We lease our facilities under operating lease arrangements expiring on various dates through 2029, with various renewal options. We lease office facilities under non-cancelable operating leases that include fixed or minimum payments plus, in some cases, scheduled base rent increases over the term of the lease. Refer to Note 5 “Leases” within the notes to our consolidated financial statements for more information on our operating lease obligations.
(4)
Purchase obligations include agreements to purchase goods or services that are enforceable, are legally binding, and specify all significant terms, including fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the transaction. Purchase obligations do not include agreements that are cancelable without penalty.
(5)
Included in deferred compensation and other liabilities on our consolidated balance sheet as of December 31, 2019 is a $27.5 million obligation for deferred compensation. The specific payment dates for the deferred compensation are unknown; therefore, the related balances have not been reflected in the “Payments Due by Period” section of the table. This deferred compensation liability is funded by corresponding deferred compensation plan assets. Refer to Note 15 “Employee Benefit and Deferred Compensation Plans” within the notes to our consolidated financial statements for more information on our deferred compensation plan.
(6)
Our liabilities for uncertain tax positions are classified as non-current and includes the accrual of potential payment of interest and penalties. We are unable to reasonably estimate the timing of future payments as it depends on examinations by taxing authorities; as such, the related balance has not been reflected in the “Payments Due by Period” section of the table.

31

OFF-BALANCE SHEET ARRANGEMENTS
We are not a party to any material off-balance sheet arrangements.
CRITICAL ACCOUNTING POLICIES
Management’s discussion and analysis of financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Our significant accounting policies are discussed in Note 2 “Summary of Significant Accounting Policies,” within the notes to our consolidated financial statements. We regularly review our financial reporting and disclosure practices and accounting policies to ensure that our financial reporting and disclosures provide accurate information relative to the current economic and business environment. The preparation of financial statements in conformity with GAAP requires management to make assessments, estimates, and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Critical accounting policies are those policies that we believe present the most complex or subjective measurements and have the most potential to impact our financial position and operating results. While all decisions regarding accounting policies are important, we believe that there are five accounting policies that could be considered critical: revenue recognition, allowances for doubtful accounts and unbilled services, business combinations, carrying values of goodwill and other intangible assets, and accounting for income taxes.
Revenue Recognition
We generate substantially all of our revenues from providing professional services to our clients. We also generate revenues from software licenses; software support and maintenance and subscriptions to our cloud-based analytic tools and solutions; speaking engagements; conferences; and publications. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, we allocate the total transaction price to each performance obligation based on its relative standalone selling price, which is determined based on our overall pricing objectives, taking into consideration market conditions and other factors.
Revenue is recognized when control of the goods and services provided are transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when we satisfy the performance obligations.
We typically satisfy our performance obligations for professional services over time as the related services are provided. The performance obligations related to software support and maintenance and subscriptions to our cloud-based analytic tools and solutions are typically satisfied evenly over the course of the service period. Other performance obligations, such as certain software licenses, speaking engagements, conferences, and publications, are satisfied at a point in time.

We generate our revenues under four types of billing arrangements: fixed-fee (including software license revenue); time-and-expense; performance-based; and software support, maintenance and subscriptions.

In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Culture and Organizational Excellence solution include fixed-fee partner contracts with multiple performance obligations, which primarily consist of coaching services, as well as speaking engagements, conferences, publications and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts, including speaking engagements, conferences and publications, are recognized at the time the goods or services are provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable.
We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract. License revenue from our research administration and compliance software is generally recognized in the month in which the software is delivered.
Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publications purchased by our clients outside of Partner Contracts within our Culture and Organizational Excellence solution. We recognize revenues under time-and-expense arrangements as the related services or publications are provided, using the right to invoice practical

32

expedient which allows us to recognize revenue in the amount that we have a right to invoice based on the number of hours worked and the agreed upon hourly rates or the value of the speaking engagements, conferences or publications purchased by our clients.
In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We enter into performance-based engagements in essentially two forms. First, we generally earn fees that are directly related to the savings formally acknowledged by the client as a result of adopting our recommendations for improving operational and cost effectiveness in the areas we review. Second, we have performance-based engagements in which we earn a success fee when and if certain predefined outcomes occur. We recognize revenue under performance-based billing arrangements using the following steps: 1) estimate variable consideration using a probability-weighted assessment of the fees to be earned, 2) apply a constraint to the estimated variable consideration to limit the amount that could be reversed when the uncertainty is resolved (the “constraint”), and 3) recognize revenue of estimated variable consideration, net of the constraint, based on work completed to-date versus our estimates of the total services to be provided under the engagement.
Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. Software support, maintenance and subscription revenues are recognized ratably over the support or subscription period. These fees are generally billed in advance and included in deferred revenues until recognized.
Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts.
Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses. Under fixed-fee billing arrangements, we estimate the total amount of reimbursable expenses to be incurred over the course of the engagement and recognize the estimated amount as revenue using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Under time-and-expense billing arrangements we recognize reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. When billings do not specifically identify reimbursable expenses, we allocate the portion of the billings equivalent to these expenses to reimbursable expenses.
Allowances for Doubtful Accounts and Unbilled Services
We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. These estimates may differ from actual results. If the financial condition of a client deteriorates in the future, impacting the client’s ability to make payments, an increase to our allowance might be required or our allowance may not be sufficient to cover actual write-offs.
We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses.
Business Combinations
The assets acquired and liabilities assumed in a business combination, including identifiable intangible assets, are recorded at their estimated fair values as of the acquisition date. Goodwill is recorded as the excess of the fair value of consideration transferred, including any contingent consideration, over the fair value of the net assets acquired. We base the fair values of identifiable intangible assets on detailed valuations that require management to make significant judgments, estimates, and assumptions, such as the expected future cash flows to be derived from the intangible assets, discount rates that reflect the risk factors associated with future cash flows, and estimates of useful lives.
We measure and recognize contingent consideration at fair value as of the acquisition date. We estimate the fair value of contingent consideration based on either a probability-weighted assessment of the specific financial performance targets being achieved or a Monte Carlo simulation model, as appropriate. These fair value measurements require the use of significant judgments, estimates, and assumptions, including financial performance projections and discount rates. The fair value of the contingent consideration is reassessed quarterly based on assumptions used in our latest financial projections and input provided by practice leaders and management, with any change in the fair value estimate recorded in earnings in that period. Increases or decreases in the fair value of contingent consideration liabilities resulting from changes in the estimates or assumptions could materially impact the financial statements. See Note 3 "Acquisitions" within the notes to our consolidated financial statements for additional information regarding our acquisitions.

33

Carrying Values of Goodwill and Other Intangibles Assets
We test goodwill for impairment, at the reporting unit level, annually and whenever events or circumstances make it more likely than not that an impairment may have occurred. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. At the time of our November 30, 2019 annual goodwill impairment test, we had five reporting units with goodwill balances: Healthcare, Education, Business Advisory, Strategy and Innovation, and Life Sciences. The Business Advisory, Strategy and Innovation, and Life Sciences reporting units, along with the Enterprise Solutions and Analytics reporting unit which does not have a goodwill balance, make up our Business Advisory operating segment.
Under GAAP, we have the option to first assess qualitative factors to determine whether the existence of current events or circumstances would lead to a determination that it is more likely than not that the fair value of one of our reporting units is greater than its carrying value. If we determine it is more likely than not that the fair value of a reporting unit is greater than its carrying value, no further testing is necessary. However, if we conclude otherwise, then we are required to perform a quantitative impairment test by calculating the fair value of the reporting unit and comparing the fair value with the carrying value of the reporting unit. If the fair value of the reporting unit is less than its carrying value, a non-cash impairment charge is recorded in an amount equal to that difference with the loss not to exceed the total amount of goodwill allocated to the reporting unit.
We have the option to bypass the qualitative assessment for any reporting unit and proceed directly to performing the quantitative goodwill impairment test.
For reporting units where we perform the quantitative test, we determine the fair value using a combination of the income approach and the market approach. For a company such as ours, the income and market approaches will generally provide the most reliable indications of fair value because the value of such companies is dependent on their ability to generate earnings.
The following is a discussion of our goodwill impairment analysis performed during 2019.
2019 Annual Goodwill Impairment Analysis
Pursuant to our policy, we performed our annual goodwill impairment test as of November 30, 2019 on our five reporting units with goodwill balances: Healthcare, Education, Business Advisory, Strategy and Innovation, and Life Sciences. We performed a qualitative assessment over the Healthcare, Education, Business Advisory, and Life Sciences reporting units to determine if it was more likely than not the respective fair values of these reporting units were less than their carrying amounts, including goodwill. We elected to bypass the qualitative assessment and performed a quantitative impairment test for the Strategy and Innovation reporting unit as the reporting unit is a relatively new business resulting from an acquisition in 2017 and also fell short of internal financial expectations in 2019.
For our qualitative assessment of the Healthcare, Education, Business Advisory and Life Sciences reporting units, we considered the most recent quantitative analysis performed for these reporting units, which was as of November 30, 2017, including the key assumptions used within that analysis, the indicated fair values, and the amount by which those fair values exceeded their carrying amounts. One of the key assumptions used within the prior quantitative analysis was our internal financial projections; therefore, we considered the actual performance of each reporting unit during 2019 and 2018 compared to the internal financial projections used, as well as specific outlooks for each reporting unit based on our most recent internal financial projections. We also considered the market-based valuation multiples used in the market approach within our prior quantitative analysis, which were derived from guideline companies, and noted that the valuation multiples generally increased compared to November 30, 2017. We also reviewed the current carrying value of each reporting unit in comparison to the carrying values as of the prior quantitative analysis. In addition, we considered various factors, including macroeconomic conditions, relevant industry and market trends for each reporting unit, and other entity-specific events, that could indicate a potential change in the fair value of our reporting units or the composition of their carrying values. Based on our assessments, we determined that it was more likely than not that the fair values of the Healthcare, Education, Business Advisory and Life Sciences reporting units exceeded their respective carrying amounts. As such, the goodwill for these reporting units was not considered impaired as of November 30, 2019, and a quantitative goodwill impairment analysis was not necessary.
The qualitative assessment of our reporting units requires us to make significant judgments, estimates, and assumptions. While we believe that the estimates and assumptions underlying our analysis are reasonable, there is no assurance that the actual future earnings or cash flows of our reporting units will be consistent with our projections. We will monitor any changes to our assumptions and will evaluate goodwill as deemed warranted during future periods. Any significant decline in our operations could result in non-cash goodwill impairment charges.
For the Strategy and Innovation reporting unit, we reviewed goodwill for impairment by comparing the fair value of the reporting unit to its carrying value, including goodwill. In estimating the fair value of the reporting unit, we relied on a combination of the income approach and the market approach utilizing the guideline company method, with a fifty-fifty weighting. Based on the results of the goodwill impairment test,

34

we determined the fair value of the Strategy and Innovation reporting unit exceeded its carrying value by 41%. As such, we concluded that there was no indication of goodwill impairment for the reporting unit.

In the income approach used to calculate the fair value of the Strategy and Innovation reporting unit, we utilized a discounted cash flow analysis, which involves estimating the expected after-tax cash flows that will be generated by the reporting unit and then discounting those cash flows to present value reflecting the relevant risks associated with the reporting unit and the time value of money. This approach requires the use of significant estimates and assumptions, such as long-term projections of future cash flows, including estimates of revenues and operating margins; market conditions; tax rates; and discount rates reflecting the risk inherent in future cash flows. In estimating future cash flows, we relied on internally generated forecasts based on historical experience, current backlog, expected market demand, and other industry information, and assumed a long-term annual revenue growth rate of 3.0%. Our discounted cash flow analysis assumed a weighted average cost of capital discount rate of 14.0% for the Strategy and Innovation reporting unit.

In the market approach, we utilized the guideline company method, which involved calculating valuation multiples based on operating data from guideline publicly traded companies. Multiples derived from guideline companies provide an indication of how much a knowledgeable investor in the marketplace would be willing to pay for a company. For the Strategy and Innovation reporting unit, these multiples are evaluated and adjusted based on specific characteristics of the reporting unit relative to the selected guideline companies and applied to the reporting unit's operating data to arrive at an indication of value.

Determining the fair value of the Strategy and Innovation reporting unit requires us to make significant judgments, estimates, and assumptions. While we believe that the estimates and assumptions underlying our valuation methodology are reasonable, these estimates and assumptions could have a significant impact on whether or not a non-cash goodwill impairment charge is recognized and also the magnitude of any such charge. The results of an impairment analysis are as of a point in time. There is no assurance that the actual future earnings or cash flows of our reporting units will be consistent with our projections. We will monitor any changes to our assumptions and will evaluate goodwill as deemed warranted during future periods. Any significant decline in our operations could result in non-cash goodwill impairment charges.

The table below presents, based on the quantitative goodwill impairment test performed as of November 30, 2019, the decrease in the fair value of the Strategy and Innovation reporting unit given a 100 basis point increase in the assumed discount rate or a 100 basis point decrease in the assumed long-term annual revenue growth rate.
 
Discount rate increased by 100 bps
Long-term growth rate decreased by 100 bps
Strategy and Innovation:
 
 
     Decrease in fair value
$
(5,600
)
$
(3,600
)
     Percentage by which fair value exceeds carrying value
35
%
37
%
The carrying values of goodwill for each of our reporting units as of December 31, 2019 are as follows (in thousands):
Reporting Unit
 
Carrying Value
of Goodwill
Healthcare
 
$
428,729

Education
 
103,889

Business Advisory
 
16,094

Strategy and Innovation
 
87,410

Life Sciences
 
10,558

Enterprise Solutions and Analytics
 
—

Total
 
$
646,680

Intangible assets represent purchased assets that lack physical substance but can be distinguished from goodwill. Our intangible assets, net of accumulated amortization, totaled $31.6 million at December 31, 2019 and primarily consist of customer relationships, trade names, technology and software, non-competition agreements, and customer contracts, all of which were acquired through business combinations. We evaluate our intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of the assets may not be recoverable. No material impairment charges for intangible assets were recorded in 2019.

35

Income Taxes
Our income tax expense, deferred tax assets and liabilities, and reserves for unrecognized tax benefits reflect management’s best assessment of estimated future taxes to be paid. In determining our provision for income taxes on an interim basis, we estimate our annual effective tax rate based on information available at each interim period.
Deferred tax assets and liabilities are recorded for future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. These deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in management’s opinion, it is more likely than not that some portion or the entire deferred tax asset will not be realized.
Our tax positions are subject to income tax audits by federal, state, local, and foreign tax authorities. A tax benefit from an uncertain position may be recognized in the financial statements only if it is more likely than not that the position is sustainable, based on its technical merits. We measure the tax benefit recognized as the largest amount of benefit which is more likely than not to be realized upon settlement with the taxing authority. The estimate of the potential outcome of any uncertain tax issue is subject to management’s assessment of relevant risks, facts and circumstances existing at that time.
NEW ACCOUNTING PRONOUNCEMENTS
Refer to Note 2 “Summary of Significant Accounting Policies" within the notes to the consolidated financial statements for information on new accounting pronouncements.
ITEM 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
We are exposed to market risks primarily from changes in interest rates and changes in the market value of our investments.
Market Risk and Interest Rate Risk
Concurrent with the issuance of our Convertible Notes, we entered into separate convertible note hedge and warrant transactions. The convertible note hedge transactions were intended to reduce the potential future economic dilution associated with the conversion of the Convertible Notes and, combined with the warrants, effectively raised the price at which economic dilution would occur from the initial conversion price of approximately $79.89 to approximately $97.12 per share. Under the convertible note hedge transactions, we had the option to purchase a total of approximately 3.1 million shares of our common stock, which was the number of shares initially issuable upon conversion of the Convertible Notes in full, at a price of approximately $79.89, which corresponds to the initial conversion price of the Convertible Notes, subject to customary anti-dilution adjustments substantially similar to those in the Convertible Notes. The convertible note hedge transactions expired in the third quarter of 2019. Under the warrant transactions, the holders of the warrants have the option to purchase a total of approximately 3.1 million shares of our common stock at a price of approximately $97.12. If the average market value per share of our common stock for the reporting period exceeds the strike price of the warrants, the warrants will have a dilutive effect on our earnings per share. The warrants will expire incrementally on 100 different dates from January 6, 2020 to May 28, 2020 and are exercisable at each such expiry date. See Note 7 “Financing Arrangements” within the notes to the consolidated financial statements for additional information on our Convertible Notes, which matured on October 1, 2019.
We have exposure to changes in interest rates associated with borrowings under our bank credit facility, which has variable interest rates tied to LIBOR or an alternate base rate, at our option. At December 31, 2019, we had borrowings outstanding under the credit facility totaling $205.0 million that carried a weighted average interest rate of 3.0% including the impact of the interest rate swap described below. A hypothetical 100 basis point change in the interest rate would have a $1.6 million effect on our pretax income, on an annualized basis, including the effect of the interest rate swap. At December 31, 2018, our borrowings outstanding under the credit facility totaled $50.0 million which carried a weighted average interest rate of 3.7%, including the effect of the interest rate swap described below. As of December 31, 2018, these variable rate borrowings were fully hedged against changes in interest rates by the interest rate swap, which had a notional amount of $50.0 million as of December 31, 2018. A hypothetical 100 basis point change in the interest rate as of December 31, 2018, would have had no impact on our consolidated financial statements.
On June 22, 2017, we entered into a forward interest rate swap agreement effective August 31, 2017 and ending August 31, 2022, with a notional amount of $50.0 million. We entered into this derivative instrument to hedge against the interest rate risks of our variable-rate borrowings. Under the terms of the interest rate swap agreement, we receive from the counterparty interest on the notional amount based on one-month LIBOR and we pay to the counterparty a fixed rate of 1.900%.
We also have exposure to changes in interest rates associated with the promissory note assumed on June 30, 2017 in connection with our purchase of an aircraft, which has variable interest rates tied to LIBOR. At December 31, 2019, the outstanding principal amount of the promissory note was $3.9 million and carried an interest rate of 3.7%. A hypothetical 100 basis point change in this interest rate would not

36

have a material effect on our pretax income. At December 31, 2018 the outstanding principal amount of the promissory note was $4.4 million and carried an interest rate of 4.3%. A hypothetical 100 basis point change in the interest rate as of December 31, 2018 would not have had a material effect on our pretax income.
We do not use derivative instruments for trading or other speculative purposes. From time to time, we invest excess cash in short-term marketable securities. These investments principally consist of overnight sweep accounts. Due to the short maturity of these investments, we have concluded that we do not have material market risk exposure.
We have a non-interest bearing convertible debt investment in Shorelight Holdings, LLC, a privately-held company, which we account for as an available-for-sale debt security. As such, the investment is carried at fair value with unrealized holding gains and losses excluded from earnings and reported in other comprehensive income. As of December 31, 2019, the fair value of the investment was $49.5 million, with a total cost basis of $27.9 million. At December 31, 2018, the fair value of the investment was $50.4 million, with a total cost basis of $27.9 million.
We have a preferred stock investment in Medically Home Group, Inc., a privately-held company, which we account for as an equity security without a readily determinable fair value using the measurement alternative. As such, the investment is carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment. Any unrealized holding gains and losses resulting from observable price changes are recorded in our consolidated statement of operations. As of December 31, 2019, the carrying value of the investment was $5.0 million. Following our purchase, there has been no impairment, nor any observable price changes to our investment. See Note 13 “Fair Value of Financial Instruments” for further information on our long-term investments.
ITEM 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
The Company’s Consolidated Financial Statements and supplementary data begin on page F-1 of this Annual Report on Form 10-K.
ITEM 9.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
None.
ITEM 9A.
CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures
Our management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of December 31, 2019. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of December 31, 2019, our disclosure controls and procedures were effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in the reports we file or submit under the Exchange Act, and such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.
Management’s Report on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) for the Company. Internal control over financial reporting is a process designed under the supervision of the Company’s Chief Executive Officer and Chief Financial Officer, and effected by the Company’s board of directors, management, and other personnel to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP and includes those policies and procedures that:
(i)
Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;
(ii)
Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
(iii)
Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

37

Due to its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
In connection with the preparation of this report, our management, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of the internal control over financial reporting as of December 31, 2019 using the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) in Internal Control – Integrated Framework (2013). As a result of that evaluation, management concluded that our internal control over financial reporting was effective as of December 31, 2019.
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2019 has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report appearing on page F-2 of this Annual Report on Form 10-K.
Changes in Internal Control over Financial Reporting
There has been no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the three months ended December 31, 2019 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
ITEM 9B.
OTHER INFORMATION.
None.
PART III
ITEM 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE.
Directors, Executive Officers, Promoters and Control Persons
The information required by this item is incorporated by reference from portions of our definitive proxy statement for our annual meeting of stockholders to be filed with the SEC pursuant to Regulation 14A by April 29, 2020 (the “Proxy Statement”) under “Nominees to Board of Directors,” “Directors Not Standing For Election” and “Executive Officers.”
Compliance with Section 16(a) of the Exchange Act
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Section 16(a) Beneficial Ownership Reporting Compliance.”
Code of Business Conduct and Ethics
We have adopted a Code of Business Conduct and Ethics (the “Code”) that is applicable to all of our employees, officers and directors. The Code is available on the Corporate Governance page of our website at ir.huronconsultinggroup.com. If we make any amendments to or grant any waivers from the Code which are required to be disclosed pursuant to the Securities Exchange Act of 1934, we will make such disclosures on our website.
Corporate Governance
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Board Meetings and Committees.”
ITEM 11.
EXECUTIVE COMPENSATION.
Executive Compensation
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Executive Compensation.”
Compensation Committee Interlocks and Insider Participation
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Compensation Committee Interlocks and Insider Participation.”

38

Compensation Committee Report
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Compensation Committee Report.”
ITEM 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.
Securities Authorized for Issuance Under Equity Compensation Plans
The following table summarizes information with respect to equity compensation plans approved by shareholders as of December 31, 2019. We do not have equity compensation plans that have not been approved by shareholders.
Plan Category
Number of Shares
to be Issued Upon
Exercise of
Outstanding Options
 
Weighted Average
Exercise Price of
Outstanding Options
 
Number of Shares
Remaining Available
for Future Issuance
(excluding shares in
1st column)
Equity compensation plans approved by shareholders:
 
 
 
 
 
2004 Omnibus Stock Plan (1)
74,608

 
$
29.74

 
—

2012 Omnibus Incentive Plan (2)
31,785

 
$
39.19

 
1,073,349

Stock Ownership Participation Program (3)
—

 
$
—

 
33,497

Equity compensation plans not approved by shareholders
N/A

 
N/A

 
N/A

Total
106,393

 
$
32.57

 
1,106,846

(1)
Our 2004 Omnibus Stock Plan was approved by the existing shareholders prior to our initial public offering. Upon adoption of the 2012 Omnibus Incentive Plan, we terminated the 2004 Omnibus Stock Plan with respect to future awards and no further awards will be granted under this plan.
(2)
Our 2012 Omnibus Incentive Plan was approved by our shareholders at our annual meeting held on May 1, 2012. Subsequent to the initial approval and through December 31, 2019, our shareholders have approved amendments to the 2012 Omnibus Incentive Plan to increase the number of shares reserved for issuance by 2,254,000, in the aggregate.
(3)
Our Stock Ownership Participation Program was approved by our shareholders at our annual meeting held on May 1, 2015.
Security Ownership of Certain Beneficial Owners and Management
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Stock Ownership of Certain Beneficial Owners and Management.”
ITEM 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.
Certain Relationships and Related Transactions
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Certain Relationships and Related Transactions.”
Director Independence
The information required by this item is incorporated by reference from portions of the Proxy Statement under “Nominees to Board of Directors,” “Directors Not Standing For Election,” and “Board Meetings and Committees.”
ITEM 14.
PRINCIPAL ACCOUNTING FEES AND SERVICES.
The information required by this item is incorporated by reference from a portion of the Proxy Statement under “Audit and Non-Audit Fees.”

39

PART IV
 
ITEM 15.
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.
(a) Documents filed as part of this Annual Report on Form 10-K.
1.
Financial Statements—Our independent registered public accounting firm’s report and our Consolidated Financial Statements are listed below and begin on page F-1 of this Form 10-K.
Report of Independent Registered Public Accounting Firm
Consolidated Balance Sheets
Consolidated Statements of Operations and Other Comprehensive Income
Consolidated Statements of Stockholders’ Equity
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
2.
Financial Statement Schedules—The financial statement schedules required by this item are included in the Consolidated Financial Statements and accompanying notes.
3.
Exhibit Index
 
Exhibit
Number
Exhibit Description
Filed
herewith
Furnished
herewith
Incorporated by Reference
Form
Period
Ending
Exhibit
Filing Date
3.1
 
 
10-K
12/31/2004
3.1
2/16/2005
3.2
 
 
8-K
 
3.1
10/28/2015
4.1
 
 
S-1
(File No. 333-
115434)
 
4.1
10/5/2004
4.2
X
 
 
 
 
 
4.3
 
 
8-K
 
4.1
9/16/2014
10.1
 
 
S-1
(File No. 333-
115434)
 
10.1
10/5/2004
10.2*
 
 
S-8
 
10.1
5/5/2010
10.3*
 
 
10-K
12/31/2008
10.12
2/24/2009
10.4*
 
 
8-K
 
10.1
1/6/2017
10.5*
 
 
8-K
 
10.2
1/6/2017
10.6*
 
 
8-K
 
10.3
1/6/2017
10.7*
 
 
8-K
 
10.4
1/6/2017
10.8*
 
 
8-K
 
10.1
9/16/2019

40

Exhibit
Number
Exhibit Description
Filed
herewith
Furnished
herewith
Incorporated by Reference
Form
Period
Ending
Exhibit
Filing Date
10.9
 
 
10-K
12/31/2012
10.17
2/21/2013
10.10
 
 
10-K
12/31/2012
10.18
2/21/2013
10.11
 
 
10-K
12/31/2012
10.19
2/21/2013
10.12
 
 
8-K
 
10.1
1/4/2013
10.13†
X
 
 
 
 
 
10.14
 
 
8-K
 
10.1
10/16/2019
10.15*
 
 
10-K
12/31/2012
10.20
2/21/2013
10.16
 
 
8-K
 
10.2
9/5/2014
10.17
 
 
8-K
 
10.3
9/5/2014
10.18
 
 
8-K
 
10.4
9/5/2014
10.19
 
 
8-K
 
10.5
9/5/2014
10.20
 
 
8-K
 
10.1
9/16/2014
10.21
 
 
8-K
 
10.2
9/16/2014
10.22
 
 
8-K
 
10.3
9/16/2014
10.23
 
 
8-K
 
10.4
9/16/2014

41

Exhibit
Number
Exhibit Description
Filed
herewith
Furnished
herewith
Incorporated by Reference
Form
Period
Ending
Exhibit
Filing Date
10.24*
 
 
10-K
12/31/2014
10.31
2/24/2015
10.25*
 
 
10-K
12/31/2014
10.32
2/24/2015
10.26*
 
 
10-K
12/31/2014
10.33
2/24/2015
10.27*
 
 
10-K
12/31/2014
10.34
2/24/2015
10.28
 
 
8-K
 
10.1
4/2/2015
10.29
 
 
8-K
 
10.2
4/2/2015
10.30
 
 
8-K
 
10.3
4/2/2015
10.31*
 
 
DEF 14A
 
Appendix A
3/20/2015
10.32*

 
 
DEF 14A
 
Appendix A
3/27/2017
10.33*
 
 
DEF 14A
 
Appendix A
3/22/2019
10.34*
X
 
 
 
 
 
10.35

 
 
8-K
 
10.1
3/6/2017
10.36
 
 
10-Q
9/30/2017
10.1
11/1/2017
10.37
 
 
8-K
 
10.1
3/29/2018

42

Exhibit
Number
Exhibit Description
Filed
herewith
Furnished
herewith
Incorporated by Reference
Form
Period
Ending
Exhibit
Filing Date
10.38
 
 
8-K
 
10.1
10/3/2019
21.1
X
 
 
 
 
 
23.1
X
 
 
 
 
 
31.1
X
 
 
 
 
 
31.2
X
 
 
 
 
 
32.1
 
X
 
 
 
 
32.2
 
X
 
 
 
 
101.INS
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
X
 
 
 
 
 
101.SCH
Inline XBRL Taxonomy Extension Schema Document
X
 
 
 
 
 
101.CAL
Inline XBRL Taxonomy Extension Calculation Linkbase Document
X
 
 
 
 
 
101.LAB
Inline XBRL Taxonomy Extension Label Linkbase Document
X
 
 
 
 
 
101.PRE
Inline XBRL Taxonomy Extension Presentation Linkbase Document
X
 
 
 
 
 
101.DEF
Inline XBRL Taxonomy Extension Definition Linkbase Document
X
 
 
 
 
 
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
X
 
 
 
 
 
*
Indicates the exhibit is a management contract or compensatory plan or arrangement.
† 
Pursuant to Regulation S-K 601(b)(10)(iv), certain exhibits to this Exhibit have been omitted. The Company agrees to furnish supplementally to the Securities and Exchange Commission, upon its request, a copy of any or all omitted exhibits.
ITEM 16.
FORM 10-K SUMMARY
Not applicable.

43

SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
Huron Consulting Group Inc.
  
 
 
 
(Registrant)
  
 
 
 
Signature
  
Title
 
Date
 
 
 
/s/    JAMES H. ROTH
  
Chief Executive Officer and Director
 
2/25/2020
James H. Roth
  
 
POWER OF ATTORNEY
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints James H. Roth, John D. Kelly, and Diane Ratekin, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him or her and in his or her name, place and stead, in any and all capacities, to sign any and all amendments to this report, and to file the same, with all and any other regulatory authority, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, as fully to all intents and purposes as he or she might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated.
 
Signature
  
Title
 
Date
 
 
 
/s/    JAMES H. ROTH    
 
Chief Executive Officer and Director
(Principal Executive Officer)
 
2/25/2020
    James H. Roth
  
 
 
 
 
/s/    JOHN F. MCCARTNEY        
  
Non-Executive Chairman of the Board
 
2/25/2020
John F. McCartney
 
 
 
 
 
/s/    GEORGE E. MASSARO       
 
Vice Chairman of the Board
 
2/25/2020
George E. Massaro
  
 
 
 
 
/s/    JOHN D. KELLY  
 
Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial Officer)
 
2/25/2020
John D. Kelly
  
 
 
 
 
/s/    ELLEN P. WONG
 
Chief Accounting Officer (Principal Accounting Officer)
 
2/25/2020
Ellen P. Wong
  
 
 
 
 
/s/    H. EUGENE LOCKHART 
 
Director
 
2/25/2020
H. Eugene Lockhart
  
 
 
 
 
/s/   HUGH E. SAWYER
 
Director
 
2/25/2020
Hugh E. Sawyer
  
 
 
 
 
 
 
/s/    EKTA SINGH-BUSHELL
 
Director
 
2/25/2020
Ekta Singh-Bushell
  
 
 
 
 
/s/    DEBRA ZUMWALT
 
Director
 
2/25/2020
Debra Zumwalt
 
 


44

HURON CONSULTING GROUP INC.
CONSOLIDATED FINANCIAL STATEMENTS
 
INDEX
 
Page
F-2
Consolidated Balance Sheets at December 31, 2019 and 2018
F-3
Consolidated Statements of Operations and Other Comprehensive Income (Loss) for the years ended December 31, 2019, 2018, and 2017
F-4
F-5
F-6
F-7

F-1

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of Huron Consulting Group Inc.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of Huron Consulting Group Inc. and its subsidiaries (the “Company”) as of December 31, 2019 and 2018, and the related consolidated statements of operations and other comprehensive income (loss), of stockholders’ equity and of cash flows for each of the three years in the period ended December 31, 2019, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2019 and 2018, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2019 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2019, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Changes in Accounting Principles
 
As discussed in Note 2 to the consolidated financial statements, the Company changed the manner in which it accounts for leases as of January 1, 2019 and the manner in which it accounts for revenue from contracts with customers as of January 1, 2018.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control Over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

F-2

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing a separate opinion on the critical audit matters or on the accounts or disclosures to which they relate.

Revenue Recognition - Fixed-Fee and Healthcare Performance-Based Billing Arrangements

As described in Notes 2 and 19 to the consolidated financial statements, in fixed-fee billing arrangements, which accounted for $401.9 million of revenues for the year ended December 31, 2019, the Company agrees to a pre-established fee in exchange for a predetermined set of professional services. As disclosed by management, under fixed-fee arrangements, revenues are recognized based upon work completed to date versus management’s estimates of the total services to be provided under the engagement. Additionally, the Company’s Healthcare practice enters into performance-based billing arrangements whereby fees are tied to the attainment of contractually defined objectives, as a result of adopting the Company’s recommendations, which accounted for $71.1 million of revenues for the year ended December 31, 2019. Under performance-based billing arrangements, revenue is recognized based on an estimate of variable consideration and work completed to date versus the estimates of the total services to be provided under the engagement. Variable consideration is estimated based on a probability-weighted assessment of the fees to be earned, net of a constraint to limit the amount that could be reversed when the uncertainty is resolved.

The principal considerations for our determination that performing procedures relating to revenue recognition under fixed-fee and healthcare performance-based billing arrangements is a critical audit matter are there was significant judgment by management when developing their estimates of revenue to be recognized from these billing arrangements. This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence related to management’s significant assumptions, including work completed to date versus management’s estimates of the total services to be provided for fixed-fee and performance-based billing arrangements, and the probability of attaining contractually defined objectives in performance-based billing arrangements.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the revenue recognition process under fixed-fee and performance-based billing arrangements. These procedures also included, among others, testing the accuracy of the total contract amounts and evaluating the reasonableness of management’s assumption of work completed to-date versus management’s estimates of the total services to be provided by (i) inquiring with the Company’s employees regarding the expected remaining efforts for a sample of engagements, (ii) evaluating trends in past performance, and (iii) evaluating performance to date. Additionally, for performance-based billing arrangements, procedures included, among others, (i) evaluating the reasonableness of management’s assumption of the probability of attaining the contractually defined objectives by inquiring with the Company’s employees regarding the expected remaining efforts and the probability weighting of variable consideration to be earned for a sample of engagements and by evaluating trends in past performance, (ii) evaluating the necessity of applying a constraint based upon consideration of the initial forecasts developed during project procurement, and (iii) evaluating performance to date towards the attainment of contractually defined objectives.

Goodwill Impairment Assessment - Strategy and Innovation Reporting Unit
 
As described in Notes 2 and 4 to the consolidated financial statements, the Company’s consolidated goodwill balance was $646.7 million as of December 31, 2019, of which $87.4 million is attributed to the Strategy and Innovation reporting unit. Management conducts an annual goodwill impairment test as of November 30, and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. As disclosed by management, in performing the analysis, management first assesses qualitative factors to determine whether the existence of current events or circumstances would lead to a determination that it is more likely than not that the fair value of one of the reporting units is greater than its carrying value. If management determines it is more likely than not that the fair value of a reporting unit is greater than its carrying value, no further testing is necessary. However, if management concludes otherwise, a quantitative impairment test is performed by calculating the fair value of the reporting unit and comparing the fair value with the carrying value of the reporting unit, including goodwill. Fair value is estimated using a combination of the income approach, utilizing a discounted cash flow analysis, and the market approach, utilizing the guideline company method, with a fifty-fifty weighting. The determination of fair value using the income approach requires the use of significant estimates and assumptions, including long-term projections of future cash flows, estimated revenues, operating margin, market conditions, tax rates, and discount rates. The determination of fair value using the market approach requires the

F-3

use of valuation multiples based on operating data from guideline publicly traded companies. If the fair value of the reporting unit is less than its carrying value, a non-cash impairment charge is recorded in an amount equal to that difference with the loss not to exceed the total amount of goodwill allocated to the reporting unit.

The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment of the Strategy and Innovation reporting unit is a critical audit matter are there was significant judgment by management when developing the fair value measurement of the reporting unit. This in turn led to a high degree of auditor judgment, subjectivity and effort in performing procedures and evaluating audit evidence related to management's cash flow projections and significant assumptions, including estimated revenues, operating margin, discount rate, and market multiples. In addition, the audit effort involved the use of professionals with specialized skill and knowledge to assist in performing these procedures and evaluating the audit evidence obtained.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s annual goodwill impairment test, including controls over the determination of the fair value of the Strategy and Innovation reporting unit. These procedures also included, among others, testing management’s process for developing the fair value estimate; evaluating the allocation of assets to the reporting unit; evaluating the appropriateness of the income and market approaches; testing the completeness, accuracy and relevance of underlying data used in the income approach; testing the reasonableness and accuracy of the underlying data used in the market approach; and evaluating the significant assumptions used by management, including estimated revenues, operating margin, discount rate, and market multiples. Evaluating management’s assumptions related to estimated revenues, operating margin, discount rate, and market multiples involved evaluating whether the assumptions used by management were reasonable considering (i) the current and past performance of the reporting unit, (ii) the actions necessary to achieve future forecasts, (iii) the consistency with external market and industry data, and (iv) whether these assumptions were consistent with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in the evaluation of the discounted cash flow analysis and certain significant assumptions, including the discount rate, as well as the selection and calculation of market multiples.
 
 
/s/ PricewaterhouseCoopers LLP
Chicago, Illinois
February 25, 2020

We have served as the Company's auditor since 2002.

F-4

HURON CONSULTING GROUP INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share amounts)
 
 
December 31, 2019
 
December 31, 2018
Assets
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
11,604

 
$
33,107

Receivables from clients, net
116,571

 
109,677

Unbilled services, net
79,937

 
69,613

Income tax receivable
2,376

 
6,612

Prepaid expenses and other current assets
14,248

 
13,922

Total current assets
224,736

 
232,931

Property and equipment, net
38,413

 
40,374

Deferred income taxes, net
1,145

 
2,153

Long-term investments
54,541

 
50,429

Operating lease right-of-use assets
54,954

 
—

Other non-current assets
52,177

 
30,525

Intangible assets, net
31,625

 
47,857

Goodwill
646,680

 
645,263

Total assets
$
1,104,271

 
$
1,049,532

Liabilities and stockholders’ equity
 
 
 
Current liabilities:
 
 
 
Accounts payable
$
7,944

 
$
10,020

Accrued expenses and other current liabilities
18,554

 
17,207

Accrued payroll and related benefits
141,605

 
109,825

Accrued contingent consideration for business acquisitions
—

 
9,991

Current maturities of long-term debt
529

 
243,132

Current maturities of operating lease liabilities
7,469

 
—

Deferred revenues
28,443

 
28,130

Total current liabilities
204,544

 
418,305

Non-current liabilities:
 
 
 
Deferred compensation and other liabilities
28,635

 
20,875

Accrued contingent consideration for business acquisitions, net of current portion
—

 
1,450

Long-term debt, net of current portion
208,324

 
53,853

Operating lease liabilities, net of current portion
69,233

 
—

Deferred lease incentives
—

 
13,693

Deferred income taxes, net
8,070

 
732

Total non-current liabilities
314,262

 
90,603

Commitments and contingencies

 

Stockholders’ equity
 
 
 
Common stock; $0.01 par value; 500,000,000 shares authorized; 25,144,764 and 25,114,739 shares issued at December 31, 2019 and December 31, 2018, respectively
247

 
244

Treasury stock, at cost, 2,425,430 and 2,568,288 shares at December 31, 2019 and December 31, 2018, respectively
(128,348
)
 
(124,794
)
Additional paid-in capital
460,781

 
452,573

Retained earnings
237,849

 
196,106

Accumulated other comprehensive income
14,936

 
16,495

Total stockholders’ equity
585,465

 
540,624

Total liabilities and stockholders’ equity
$
1,104,271

 
$
1,049,532

The accompanying notes are an integral part of the consolidated financial statements.

F-5

HURON CONSULTING GROUP INC.
CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE INCOME (LOSS)
(In thousands, except per share amounts)
 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Revenues and reimbursable expenses:
 
 
 
 
 
Revenues
$
876,757

 
$
795,125

 
$
732,570

Reimbursable expenses
88,717

 
82,874

 
75,175

Total revenues and reimbursable expenses
965,474

 
877,999

 
807,745

Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses):
 
 
 
 
 
Direct costs
575,602

 
521,537

 
454,806

Amortization of intangible assets and software development costs
5,375

 
4,247

 
10,932

Reimbursable expenses
88,696

 
82,923

 
75,436

Total direct costs and reimbursable expenses
669,673

 
608,707

 
541,174

Operating expenses and other losses (gains), net:
 
 
 
 
 
Selling, general and administrative expenses
203,071

 
180,983

 
175,364

Restructuring charges
1,855

 
3,657

 
6,246

Litigation and other losses (gains), net
(1,196
)
 
(2,019
)
 
1,111

Depreciation and amortization
28,365

 
34,575

 
38,213

Goodwill impairment charges
—

 
—

 
253,093

Total operating expenses and other losses (gains), net
232,095

 
217,196

 
474,027

Operating income (loss)
63,706

 
52,096

 
(207,456
)
Other income (expense), net:
 
 
 
 
 
Interest expense, net of interest income
(15,648
)
 
(19,013
)
 
(18,613
)
Other income (expense), net
4,433

 
(7,862
)
 
3,565

Total other expense, net
(11,215
)
 
(26,875
)
 
(15,048
)
Income (loss) from continuing operations before taxes
52,491

 
25,221

 
(222,504
)
Income tax expense (benefit)
10,512

 
11,277

 
(51,999
)
Net income (loss) from continuing operations
41,979

 
13,944

 
(170,505
)
Income (loss) from discontinued operations, net of tax
(236
)
 
(298
)
 
388

Net income (loss)
$
41,743

 
$
13,646

 
$
(170,117
)
Net earnings (loss) per basic share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.91

 
$
0.64

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.01
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.90

 
$
0.63

 
$
(7.93
)
Net earnings (loss) per diluted share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.87

 
$
0.63

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.02
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.85

 
$
0.62

 
$
(7.93
)
Weighted average shares used in calculating earnings per share:
 
 
 
 
 
Basic
21,993

 
21,706

 
21,439

Diluted
22,507

 
22,058

 
21,439

Comprehensive income (loss):
 
 
 
 
 
Net income (loss)
$
41,743

 
$
13,646

 
$
(170,117
)
Foreign currency translation adjustments, net of tax
99

 
(1,814
)
 
1,602

Unrealized gain (loss) on investment, net of tax
(702
)
 
7,772

 
4,724

Unrealized gain (loss) on cash flow hedging instruments, net of tax
(956
)
 
167

 
429

Other comprehensive income (loss)
(1,559
)
 
6,125

 
6,755

Comprehensive income (loss)
$
40,184

 
$
19,771

 
$
(163,362
)
The accompanying notes are an integral part of the consolidated financial statements.

F-6

HURON CONSULTING GROUP INC.
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands, except share amounts)

 
Common Stock
 
Treasury Stock
 
Additional
Paid-In
Capital
 
Retained
Earnings
 
Accumulated
Other
Comprehensive
Income
 
Stockholders'
Equity
 
Shares
 
Amount
 
Shares
 
Amount
 
 
Balance at December 31, 2016
23,478,016

 
$
235

 
(2,420,913
)
 
$
(113,195
)
 
$
405,895

 
$
351,483

 
$
3,615

 
$
648,033

Comprehensive income
 
 
 
 
 
 
 
 
 
 
(170,117
)
 
6,755

 
(163,362
)
Issuance of common stock in connection with:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restricted stock awards, net of cancellations
399,248

 
4

 
(58,211
)
 
(3,953
)
 
3,949

 
 
 
 
 
—

Business acquisition
221,558

 
2

 
 
 
 
 
9,558

 
 
 
 
 
9,560

Share-based compensation
 
 
 
 
 
 
 
 
14,419

 
 
 
 
 
14,419

Shares redeemed for employee tax withholdings
 
 
 
 
(112,011
)
 
(4,846
)
 
 
 
 
 
 
 
(4,846
)
Cumulative-effect adjustment from adoption of ASU 2016-09
 
 
 
 
 
 
 
 
435

 
(435
)
 
 
 
—

Cumulative-effect adjustment from adoption of ASU 2018-02
 
 
 
 
 
 
 
 
 
 
(488
)
 
 
 
(488
)
Balance at December 31, 2017
24,098,822

 
$
241

 
(2,591,135
)
 
$
(121,994
)
 
$
434,256

 
$
180,443

 
$
10,370

 
$
503,316

Comprehensive income
 
 
 
 
 
 
 
 
 
 
13,646

 
6,125

 
19,771

Issuance of common stock in connection with:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restricted stock awards, net of cancellations
279,430

 
3

 
5,986

 
387

 
(390
)
 
 
 
 
 
—

Exercise of stock options
40,000

 
—

 
 
 
 
 
937

 
 
 
 
 
937

Share-based compensation
 
 
 
 
 
 
 
 
17,770

 
 
 
 
 
17,770

Shares redeemed for employee tax withholdings
 
 
 
 
(86,813
)
 
(3,187
)
 
 
 
 
 
 
 
(3,187
)
Cumulative-effect adjustment from adoption of ASU 2014-09
 
 
 
 
 
 
 
 
 
 
2,017

 
 
 
2,017

Balance at December 31, 2018
24,418,252

 
$
244

 
(2,671,962
)
 
$
(124,794
)
 
$
452,573

 
$
196,106

 
$
16,495

 
$
540,624

Comprehensive income
 
 
 
 
 
 
 
 
 
 
41,743

 
(1,559
)
 
40,184

Issuance of common stock in connection with:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Restricted stock awards, net of cancellations
347,589

 
4

 
20,171

 
1,828

 
(1,832
)
 
 
 
 
 
—

Exercise of stock options
47,904

 
1

 
 
 
 
 
1,243

 
 
 
 
 
1,244

Share-based compensation
 
 
 
 
 
 
 
 
22,854

 
 
 
 
 
22,854

Shares redeemed for employee tax withholdings
 
 
 
 
(111,511
)
 
(5,382
)
 
 
 
 
 
 
 
(5,382
)
Other capital contributions
 
 
 
 
 
 
 
 
160

 
 
 
 
 
160

Share repurchases
(210,437
)
 
(2
)
 
 
 
 
 
(14,217
)
 
 
 
 
 
(14,219
)
Balance at December 31, 2019
24,603,308

 
$
247

 
(2,763,302
)
 
$
(128,348
)
 
$
460,781

 
$
237,849

 
$
14,936

 
$
585,465

The accompanying notes are an integral part of the consolidated financial statements.

F-7

HURON CONSULTING GROUP INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
 
Year Ended December 31,
 
2019
 
2018
 
2017
Cash flows from operating activities:
 
 
 
 
 
Net income (loss)
$
41,743

 
$
13,646

 
$
(170,117
)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
 
 
 
 
 
Depreciation and amortization
34,405

 
39,311

 
50,089

Non-cash lease expense
8,397

 
—

 
—

Share-based compensation
24,213

 
18,818

 
14,838

Amortization of debt discount and issuance costs
8,264

 
10,313

 
10,203

Goodwill impairment charges
—

 
—

 
253,093

Allowances for doubtful accounts and unbilled services
250

 
657

 
3,217

Deferred income taxes
8,795

 
10,717

 
(53,753
)
Loss (gain) on sale of businesses
—

 
5,807

 
(931
)
Change in fair value of contingent consideration liabilities
(1,506
)
 
381

 
1,111

Other, net
16

 
—

 
—

Changes in operating assets and liabilities, net of acquisitions and divestiture:
 
 
 
 
 
(Increase) decrease in receivables from clients
(10,123
)
 
(10,509
)
 
1,650

(Increase) decrease in unbilled services
(10,269
)
 
(11,094
)
 
(4,332
)
(Increase) decrease in current income tax receivable / payable, net
4,442

 
(2,607
)
 
210

(Increase) decrease in other assets
(144
)
 
(1,361
)
 
(366
)
Increase (decrease) in accounts payable and accrued liabilities
(6,884
)
 
(8,212
)
 
3,732

Increase (decrease) in accrued payroll and related benefits
30,339

 
35,481

 
(10,966
)
Increase (decrease) in deferred revenues
282

 
310

 
2,117

Net cash provided by operating activities
132,220

 
101,658

 
99,795

Cash flows from investing activities:
 
 
 
 
 
Purchases of property and equipment, net
(13,240
)
 
(8,936
)
 
(24,402
)
Investment in life insurance policies
(4,703
)
 
(2,037
)
 
(1,826
)
Distributions from life insurance policies
—

 
—

 
2,889

Purchases of businesses, net of cash acquired
(2,500
)
 
(215
)
 
(106,915
)
Purchase of investment securities
(5,000
)
 
—

 
—

Capitalization of internally developed software
(10,312
)
 
(6,069
)
 
(1,370
)
Proceeds from note receivable
—

 
1,040

 
1,177

Proceeds from sale of property and equipment
753

 
—

 
—

Divestitures of businesses, net of cash sold
—

 
(2,345
)
 
1,499

Net cash used in investing activities
(35,002
)
 
(18,562
)
 
(128,948
)
Cash flows from financing activities:
 
 
 
 
 
Proceeds from exercises of stock options
1,244

 
937

 
—

Shares redeemed for employee tax withholdings
(5,382
)
 
(3,187
)
 
(4,846
)
Share repurchases
(12,985
)
 
—

 
—

Proceeds from bank borrowings
347,000

 
204,300

 
277,500

Repayments of bank borrowings
(192,515
)
 
(259,801
)
 
(240,745
)
Repayment of convertible notes
(250,000
)
 
—

 
—

Payments for debt issuance costs
(1,524
)
 
(1,385
)
 
(408
)
Payments for contingent consideration liabilities
(4,674
)
 
(7,554
)
 
(2,680
)
Net cash provided by (used in) financing activities
(118,836
)
 
(66,690
)
 
28,821

Effect of exchange rate changes on cash
115

 
(208
)
 
214

Net increase (decrease) in cash and cash equivalents
(21,503
)
 
16,198

 
(118
)
Cash and cash equivalents at beginning of the period
33,107

 
16,909

 
17,027

Cash and cash equivalents at end of the period
$
11,604

 
$
33,107

 
$
16,909

Supplemental disclosure of cash flow information:
 
 
 
 
 
Non-cash investing and financing activities:
 
 
 
 
 
Property and equipment expenditures and capitalized software included in accounts payable and accrued expenses
$
2,600

 
$
2,358

 
$
1,567

Promissory note assumed for purchase of property and equipment
$
—

 
$
—

 
$
5,113

Contingent consideration related to business acquisitions
$
—

 
$
212

 
$
15,489

Common stock issued related to business acquisition
$
—

 
$
—

 
$
9,560

Share repurchases included in accounts payable
$
1,234

 
$
—

 
$
—

Cash paid during the year for:
 
 
 
 
 
Interest
$
7,971

 
$
8,887

 
$
9,068

Income taxes
$
1,429

 
$
3,349

 
$
5,399

The accompanying notes are an integral part of the consolidated financial statements.

F-8
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)


1. Description of Business

Huron is a global consultancy that collaborates with clients to drive strategic growth, ignite innovation and navigate constant change. Through a combination of strategy, expertise and creativity, we help clients accelerate operational, digital and cultural transformation, enabling the change they need to own their future. By embracing diverse perspectives, encouraging new ideas and challenging the status quo, we create sustainable results for the organizations we serve.
2. Summary of Significant Accounting Policies
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements reflect the financial position at December 31, 2019 and 2018, and the results of operations and cash flows for the years ended December 31, 2019, 2018, and 2017.
The consolidated financial statements include the accounts of Huron Consulting Group Inc. and its subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated in consolidation.

On January 1, 2019, we adopted Accounting Standard Update ("ASU") 2016-02, Leases. For additional information on the adoption of ASU 2016-02, refer to our leases policy and new accounting pronouncements below.

On January 1, 2018, we adopted ASU 2014-09, Revenue from Contracts with Customers, a new Topic, ASC 606, which superseded ASC 605, Revenue Recognition. The new revenue recognition standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We adopted ASC 606 on a modified retrospective basis to all open contracts, as modified, as of that date. Adoption of the new standard resulted in changes to our accounting policy for revenue recognition, most notably for performance-based billing arrangements, and sales commissions. Adopting ASC 606 on a modified retrospective basis had no impact on our consolidated financial statements in the prior periods presented. Upon adoption, we recorded a $2.0 million cumulative-effect adjustment to record a net increase to retained earnings for the portion of performance-based billing arrangements that have been earned as of the adoption date but for which we had not recognized as revenue under previous revenue recognition guidance, the capitalization of sales commissions paid on open contracts as of the adoption date, and the related tax effects. Refer to our revenue recognition and capitalized sales commissions policies below for additional information.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and accompanying disclosures. Actual results may differ from these estimates and assumptions.
Revenue Recognition
We generate substantially all of our revenues from providing professional services to our clients. We also generate revenues from software licenses; software support and maintenance and subscriptions to our cloud-based analytic tools and solutions; speaking engagements; conferences; and publications. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, we allocate the total transaction price to each performance obligation based on its relative standalone selling price, which is determined based on our overall pricing objectives, taking into consideration market conditions and other factors.
Revenue is recognized when control of the goods and services provided are transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when we satisfy the performance obligations.
We typically satisfy our performance obligations for professional services over time as the related services are provided. The performance obligations related to software support and maintenance and subscriptions to our cloud-based analytic tools and solutions are typically satisfied evenly over the course of the service period. Other performance obligations, such as certain software licenses, speaking engagements, conferences, and publications, are satisfied at a point in time.


F-9
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

We generate our revenues under four types of billing arrangements: fixed-fee (including software license revenue); time-and-expense; performance-based; and software support, maintenance and subscriptions.
In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Culture and Organizational Excellence solution include fixed-fee partner contracts with multiple performance obligations, which primarily consist of coaching services, as well as speaking engagements, conferences, publications and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts, including speaking engagements, conferences and publications, are recognized at the time the goods or services are provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable.
We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract. License revenue from our research administration and compliance software is generally recognized in the month in which the software is delivered.
Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publications purchased by our clients outside of Partner Contracts within our Culture and Organizational Excellence solution. We recognize revenues under time-and-expense arrangements as the related services or publications are provided, using the right to invoice practical expedient which allows us to recognize revenue in the amount that we have a right to invoice based on the number of hours worked and the agreed upon hourly rates or the value of the speaking engagements, conferences or publications purchased by our clients.
In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We enter into performance-based engagements in essentially two forms. First, we generally earn fees that are directly related to the savings formally acknowledged by the client as a result of adopting our recommendations for improving operational and cost effectiveness in the areas we review. Second, we have performance-based engagements in which we earn a success fee when and if certain predefined outcomes occur. We recognize revenue under performance-based billing arrangements using the following steps: 1) estimate variable consideration using a probability-weighted assessment of the fees to be earned, 2) apply a constraint to the estimated variable consideration to limit the amount that could be reversed when the uncertainty is resolved (the “constraint”), and 3) recognize revenue of estimated variable consideration, net of the constraint, based on work completed to-date versus our estimates of the total services to be provided under the engagement.
Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. Software support, maintenance and subscription revenues are recognized ratably over the support or subscription period. These fees are generally billed in advance and included in deferred revenues until recognized.
Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts.
Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses. Under fixed-fee billing arrangements, we estimate the total amount of reimbursable expenses to be incurred over the course of the engagement and recognize the estimated amount as revenue using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Under time-and-expense billing arrangements we recognize reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. When billings do not specifically identify reimbursable expenses, we allocate the portion of the billings equivalent to these expenses to reimbursable expenses.
The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Revenues recognized, but for which we are not yet entitled to bill because certain events, such as the completion of the measurement period or client approval, must occur, are recorded as contract assets

F-10
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

and included within unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable engagement agreement.
Capitalized Sales Commissions
Sales commissions earned by our sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions with an expected amortization period greater than one year are deferred and amortized on a straight-line basis over the period of the associated contract. We elected to apply the practical expedient to expense sales commissions as incurred when the expected amortization period is one year or less. Amortization expense is recorded to direct costs. During the years ended December 31, 2019 and 2018, we amortized $0.3 million and $0.2 million, respectively, of capitalized sales commissions. Unamortized sales commissions were $0.8 million and $0.4 million as of December 31, 2019 and 2018, respectively.
Allowances for Doubtful Accounts and Unbilled Services
We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. These estimates may differ from actual results. If the financial condition of a client deteriorates in the future, impacting the client’s ability to make payments, an increase to our allowance might be required or our allowance may not be sufficient to cover actual write-offs.
We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses.
Direct Costs and Reimbursable Expenses
Direct costs and reimbursable expenses consist primarily of revenue-generating employee compensation and their related benefits and share-based compensation costs; as well as commissions, the cost of outside consultants or subcontractors assigned to revenue-generating activities, technology costs, other third-party costs directly attributable to our revenue-generating activities, and direct expenses to be reimbursed by clients. Direct costs and reimbursable expenses incurred on engagements are expensed in the period incurred.
Cash and Cash Equivalents
We consider all highly liquid investments, including overnight investments and commercial paper, with original maturities of three months or less to be cash equivalents.
Concentrations of Credit Risk
To the extent receivables from clients become delinquent, collection activities commence. No single client balance is considered large enough to pose a material credit risk. The allowances for doubtful accounts and unbilled services are based upon the expected ability to collect accounts receivable and bill and collect unbilled services. Management does not anticipate incurring losses on accounts receivable in excess of established allowances. See Note 19 “Segment Information” for concentration of accounts receivable and unbilled services.
We hold our cash in accounts at multiple third-party financial institutions. These deposits, at times, may exceed federally insured limits. We review the credit ratings of these financial institutions, regularly monitor the cash balances in these accounts, and adjust the balances as appropriate. However, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets.
Long-term Investments
Our long-term investments consist of our convertible debt investment in Shorelight Holdings, LLC ("Shorelight") and preferred stock investment in Medically Home Group, Inc. ("Medically Home").
We classified the convertible debt investment in Shorelight as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. The investment is carried at fair value with unrealized holding gains and losses reported in other comprehensive income. If the investment is in an unrealized loss position, we assess whether the investment is other-than-temporarily impaired. We consider impairments to be other-than-temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. We have not identified any other-than-temporary impairments for our convertible debt investment. In the event there are realized gains and losses or declines in value judged to be other-than-temporary, we will record the amount in earnings.

F-11
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

We classified the preferred stock investment in Medically Home as an equity security without a readily determinable value at the time of purchase and reevaluate such classification as of each balance sheet date. We elected the measurement alternative to value this equity security without a readily determinable fair value. Under the measurement alternative, the investment is recorded at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. Any unrealized holding gains and losses resulting from observable price changes are recorded in our consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment.
See Note 13 “Fair Value of Financial Instruments” for further information on our long-term investments.
Fair Value of Financial Instruments
See Note 13 “Fair Value of Financial Instruments” for the accounting policies used to measure the fair value of our financial assets and liabilities that are measured at fair value on a recurring basis.
Property and Equipment
Property and equipment are recorded at cost, less accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the estimated useful lives of the assets. Software, computers, and related equipment are depreciated over an estimated useful life of two to four years. Furniture and fixtures are depreciated over five years. Aircraft are depreciated over ten years. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the initial term of the lease.
Leases
We determine if an arrangement contains a lease and the classification of such lease at inception. As of December 31, 2019, all of our material leases are classified as operating leases; we have not entered into any material finance leases. For all operating leases with an initial term greater than 12 months, we recognize an operating lease right-of-use ("ROU") asset and operating lease liability. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term.
Operating lease ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date and provided by the administrative agent for our senior secured credit facility in determining the present value of lease payments. Operating lease ROU assets exclude lease incentives. We elected the practical expedient to combine lease and nonlease components. Certain lease agreements contain variable lease payments that do not depend on an index or rate. These variable lease payments are not included in the calculation of the operating lease ROU asset and operating lease liability; instead, they are expensed as incurred. Our leases may contain options to extend or terminate the lease, and we include these terms in our calculation of the operating lease ROU asset and operating lease liability when it is reasonably certain that we will exercise the option.
Operating lease expense is recognized on a straight-line basis over the lease term and recorded within selling, general and administrative expenses on our consolidated statement of operations. In accordance with our accounting policy for impairment of long-lived assets, operating lease ROU assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. We evaluate the recoverability of the asset group based on forecasted undiscounted cash flows. See Note 5 "Leases" for additional information on our leases, including the lease impairment charges recorded in 2019.
Software Development Costs
We incur internal and external software development costs related to our cloud computing applications and software for internal use. We capitalize these software development costs incurred during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Once the project is substantially complete and ready for its intended use these costs are amortized on a straight-line basis over the technology's estimated useful life. Acquired technology assets are initially recorded at fair value and amortized on a straight-line basis over the estimated useful life.
Development costs related to software products that will be sold, leased, or otherwise marketed are expensed until technological feasibility has been established. Thereafter and until the software is available for general release to customers, these software development costs are capitalized and subsequently reported at the lower of unamortized cost or net realizable value. These capitalized development costs are

F-12
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

amortized in proportion to current and future revenue for each product with an annual minimum equal to the straight-line amortization over the remaining estimated economic life of the product. We did not capitalize any development costs for this type of software during 2019 or 2018.
We classify capitalized software development costs, which primarily relate to cloud computing applications and software for internal use, as other non-current assets on our consolidated balance sheet. As of December 31, 2019, gross capitalized software development costs and related accumulated amortization was $21.5 million and $5.9 million, respectively. As of December 31, 2018, gross capitalized software development costs and related accumulated amortization was $10.2 million and $2.9 million, respectively. During the years ended December 31, 2019, 2018, and 2017, we amortized $3.0 million, $1.4 million, and $0.8 million, respectively, of capitalized software development costs.
Intangible Assets Other Than Goodwill
Identifiable intangible assets are amortized over their expected useful lives using a method that reflects the economic benefit expected to be derived from the assets or on a straight-line basis. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.
Impairment of Long-Lived Assets
Long-lived assets, including property and equipment, right-of-use assets, and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a significant decline in forecasted operating results over an extended period of time. We evaluate the recoverability of long-lived assets based on forecasted undiscounted cash flows. See Note 5 "Leases" for information on our right-of-use asset impairment charges recorded in 2019. No material impairment charges for other long-lived assets were recorded in 2019, 2018, or 2017.
Goodwill
For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. We are required to test goodwill for impairment, at the reporting unit level, annually and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. We have six reporting units: Healthcare, Education, Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences. The Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences reporting units make up our Business Advisory operating segment. 
Pursuant to our policy, we performed the annual goodwill impairment test as of November 30, 2019 and determined that no impairment of goodwill existed as of that date. Further, we evaluated whether any events have occurred, or any circumstances have changed since November 30, 2019 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2019, we determined that no indications of impairment have arisen since our annual goodwill impairment test.
Business Combinations
We use the acquisition method of accounting for business combinations. Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of tangible and intangible assets acquired and liabilities assumed. Contingent consideration, which is primarily based on the business achieving certain performance targets, is recognized at its fair value on the acquisition date, and changes in fair value are recognized in earnings until settled. Refer to Note 13 “Fair Value of Financial Instruments” for further information regarding our contingent acquisition liability balances.

F-13
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

Income Taxes
Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. We have elected to recognize the tax expense related to Global Intangible Low-Taxed Income ("GILTI") as a period expense in the period the tax is incurred. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets. Refer to Note 17 "Income Taxes" for further information regarding incomes taxes.
Share-Based Compensation
Share-based compensation cost is measured based on the grant date fair value of the respective awards. We generally recognize share-based compensation ratably using the straight-line attribution method; however, for those awards with performance criteria and graded vesting features, we use the graded vesting attribution method. It is our policy to account for forfeitures as they occur.
Sponsorship and Advertising Costs
Sponsorship and advertising costs are expensed as incurred. Such expenses for the years ended December 31, 2019, 2018, and 2017 totaled $8.4 million, $7.9 million, and $6.6 million, respectively, and are a component of selling, general and administrative expenses on our consolidated statement of operations.
Convertible Senior Notes
In September 2014, we issued $250 million principal amount of 1.25% convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. The Convertible Notes matured on October 1, 2019, and the outstanding principal and accrued interest were paid in full at that time. At issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using the effective interest method over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification. Refer to Note 7 “Financing Arrangements” for further information regarding the Convertible Notes.
Debt Issuance Costs
We amortize the costs we incur to obtain debt financing over the contractual life of the related debt using the effective interest method for non-revolving debt and the straight-line method for revolving debt. The amortization expense is included in interest expense, net of interest income in our statement of operations. Unamortized debt issuance costs attributable to our revolving credit facility are included as a component of other non-current assets. Unamortized debt issuance costs attributable to our Convertible Notes were recorded as a deduction from the carrying amount of the debt liability.
Foreign Currency
Assets and liabilities of foreign subsidiaries whose functional currency is not the United States Dollar (USD) are translated into the USD using the exchange rates in effect at period end. Revenue and expense items are translated using the average exchange rates for the period. Foreign currency translation adjustments are included in accumulated other comprehensive income, which is a component of stockholders’ equity.
Foreign currency transaction gains and losses are included in other income, net on the consolidated statement of operations. We recognized $0.2 million of foreign currency transaction losses in 2019, $0.5 million of foreign currency transaction losses in 2018, and $0.4 million of foreign currency transaction gains in 2017.
Segment Reporting
Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under three operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education.

F-14
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

New Accounting Pronouncements
Recently Adopted
In March 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases, as a new Topic, ASC 842, which superseded ASC Topic 840, Leases, and sets forth the principles for the recognition, measurement, presentation, and disclosure of leases for lessees and lessors. ASU 2016-02 requires lessees to classify leases as either finance or operating leases and to record on the balance sheet a right-of-use asset and a lease liability, equal to the present value of the remaining lease payments, for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized using an effective interest rate method or on a straight-line basis over the term of the lease. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides an optional transition method that allows entities to initially apply ASC 842 at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the adoption date. We adopted ASC 842 effective January 1, 2019 on a modified retrospective basis for existing leases using the transition method allowed by ASU 2018-11, which had no impact on our consolidated financial statements in the prior periods presented. The new lease standard had a material impact on our consolidated balance sheet upon adoption but did not impact our consolidated statement of operations. The most significant impact to our consolidated balance sheet is the recognition of ROU assets and lease liabilities for operating leases. The impact of the new lease standard on our consolidated balance sheet upon adoption follows:
 
As of
December 31, 2018
 
ASC 842
Adjustment
 
As of
January 1, 2019
Assets
 
 
 
 
 
Operating lease right-of-use assets
$
—

 
$
56,463

 
$
56,463

 
 
 
 
 
 
Liabilities
 
 
 
 
 
Accrued expenses and other current liabilities
$
17,207

 
$
(2,557
)
 
$
14,650

Current maturities of operating lease liabilities
$
—

 
$
10,537

 
$
10,537

Deferred compensation and other liabilities
$
20,875

 
$
(536
)
 
$
20,339

Deferred lease incentives
$
13,693

 
$
(13,693
)
 
$
—

Operating lease liabilities, net of current portion
$
—

 
$
62,712

 
$
62,712


In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This update aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Capitalized implementation costs are amortized on a straight-line basis generally over the term of the service contract with the amortization recognized in the same financial statement line item as the fees related to the service contract. ASU 2018-15 is effective beginning January 1, 2020, with early adoption permitted. We adopted this ASU in the third quarter of 2019 on a prospective basis. In 2019, we capitalized an immaterial amount of implementation costs for cloud computing arrangements that are service contracts. The future impact of adoption of this ASU on our consolidated financial statements will depend on the magnitude of implementation costs we may incur to implement cloud computing arrangements that are service contracts.
Not Yet Adopted
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which modifies certain disclosure requirements related to fair value measurements. ASU 2018-13 will be effective for us beginning January 1, 2020. We do not expect this guidance to have an impact on the amounts reported on our consolidated financial statements, and we will update our disclosures within the notes to our consolidated financial statements as required by ASU 2018-13.
In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU 2019-12 simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740, Income Taxes, related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies other aspects of the accounting for franchise taxes and enacted changes in tax laws or tax rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 will be effective for us beginning January 1, 2021, with early adoption permitted. We are currently evaluating the potential impact this guidance will have on our consolidated financial statements.

F-15
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

3. Acquisitions
During the twelve months ended December 31, 2019 and 2018, we completed no acquisitions that were significant to our consolidated financial statements individually or in the aggregate.
2017
Pope Woodhead and Associates Limited
On January 9, 2017, we completed our acquisition of Pope Woodhead and Associates Limited ("Pope Woodhead"), a U.K.-based consulting firm providing market access capabilities to assist clients in developing value propositions for innovative medicines and technologies. The acquisition expands our life sciences strategy expertise and strengthens our ability to lead clients through complex payer and regulatory environments. Pope Woodhead's results of operations have been included in our consolidated financial statements and the results of operations of our Business Advisory segment from the date of acquisition.
ADI Strategies, Inc.
On April 1, 2017, we completed our acquisition of the international assets of ADI Strategies, Inc. ("ADI Strategies") in Dubai and India. We acquired the U.S. assets of ADI Strategies in the second quarter of 2016. ADI Strategies is a leading enterprise performance management, risk management and business intelligence firm. The international results of operations of ADI Strategies have been included in our consolidated financial statements and results of operations of the Business Advisory segment from the date of acquisition. During the second quarter of 2018, we sold our Middle East practice, which primarily consisted of the international assets of the ADI Strategies acquisition, to a former employee who was the practice leader of that business at the time.
The acquisitions of ADI Strategies and Pope Woodhead are not significant to our consolidated financial statements individually or in the aggregate as of and for the twelve months ended December 31, 2017.
Innosight Holdings, LLC
On March 1, 2017, we acquired 100% of the membership interests of Innosight Holdings, LLC ("Innosight"). Innosight is a growth strategy firm focused on helping companies navigate disruptive change and manage strategic transformation. Together with Innosight, we use our strategic, operational, and technology capabilities to help clients across multiple industries develop pioneering solutions to address disruption and achieve sustained growth.
The acquisition date fair value of the consideration transferred for Innosight was $113.6 million, which consisted of the following:
Fair value of consideration transferred
 March 1, 2017
Cash
$
90,725

Common stock
9,560

Contingent consideration liability
12,050

Net working capital adjustment
1,272

Total consideration transferred
$
113,607


We funded the cash component of the purchase price with cash on hand and borrowings of $89.0 million under our senior secured credit facility. We issued 221,558 shares of our common stock as part of the consideration transferred, with an acquisition date fair value of $9.6 million based on our common stock's closing price of $43.15 on the date of acquisition. The contingent consideration liability of $12.1 million represents the acquisition date fair value of the contingent consideration arrangement, pursuant to which we may be required to pay additional consideration to the sellers if specific financial performance targets are met over a four-year term. The maximum amount of contingent consideration that may be paid is $35.0 million. See Note 13 "Fair Value of Financial Instruments" for additional information on the valuation of contingent consideration liabilities.
The acquisition was accounted for using the acquisition method of accounting. Tangible and identifiable intangible assets acquired and liabilities assumed were recorded at fair value as of the acquisition date.

F-16
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the acquisition date.
 
March 1, 2017
Assets acquired:
 
Accounts receivable
$
7,752

Unbilled services
1,881

Prepaid expenses and other current assets
468

Property and equipment
419

Intangible assets
18,015

Liabilities assumed:
 
Accounts payable
531

Accrued expenses and other current liabilities
894

Accrued payroll and related benefits
883

Deferred revenues
30

Total identifiable net assets
26,197

Goodwill
87,410

Total purchase price
$
113,607


The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date.
 
Fair Value
 
Useful Life in
Years
Customer relationships
$
9,500

 
6
Trade name
6,000

 
6
Customer contracts
1,000

 
1
Non-compete agreements
1,300

 
5
Favorable lease contract
215

 
1
Total intangible assets subject to amortization
$
18,015

 
 

The weighted average amortization period for the identifiable intangible assets shown above is 5.6 years. Customer relationships and customer contracts represent the fair values of the underlying relationships and agreements with Innosight customers. The trade name represents the fair value of the brand and name recognition associated with the marketing of Innosight's service offerings. Non-compete agreements represent the value derived from preventing certain Innosight executives from entering into or starting a similar, competing business. The favorable lease contract represents the difference between the fair value and minimum lease obligations under the current outstanding lease. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed, and largely reflects the expanded market opportunities expected from combining the service offerings of Huron and Innosight, as well as the assembled workforce of Innosight. Goodwill recognized in conjunction with the acquisition of Innosight was recorded in the Business Advisory segment. Goodwill of $87.4 million is expected to be deductible for income tax purposes.
Innosight’s results of operations have been included in our consolidated statements of operations and results of operations of our Business Advisory segment from the date of acquisition. For the year ended December 31, 2017, revenues from Innosight were $34.3 million and operating loss was $0.9 million, which included $3.4 million of amortization expense for intangible assets acquired. In connection with the acquisition of Innosight, we incurred $1.7 million of transaction and acquisition-related expenses in 2017. These costs are recorded in selling, general and administrative expenses.

F-17
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

The following unaudited supplemental pro forma information summarizes the combined results of operations of Huron and Innosight as though the companies were combined on January 1, 2016.
 
Year Ended
December 31, 2017
Revenues
$
741,695

Net income (loss) from continuing operations
$
(167,346
)
Net income (loss) from continuing operations per share - basic
$
(7.79
)
Net income (loss) from continuing operations per share - diluted
$
(7.79
)

The historical financial information has been adjusted to give effect to pro forma adjustments consisting of intangible asset amortization expense, acquisition-related costs, interest expense, and the related income tax effects. The unaudited pro forma information above includes adjustments to include additional expense of $0.6 million for the year ended December 31, 2017. Additionally, the historical financial information has been adjusted to give effect to the shares issued as consideration. All of these adjustments are based upon currently available information and certain assumptions. Therefore, the pro forma consolidated results are not necessarily indicative of what our consolidated results of operations actually would have been had we completed the acquisition on January 1, 2016. The historical results included in the pro forma consolidated results do not purport to project future results of operations of the combined companies nor do they reflect the expected realization of any cost savings or revenue synergies associated with the acquisition.
4. Goodwill and Intangible Assets
The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2019 and 2018. 
 
 
Healthcare
 
Business
Advisory
 
Education
 
Total
Balance as of December 31, 2017:
 
 
 
 
 
 
 
 
Goodwill
 
$
636,810

 
$
302,187

 
$
102,829

 
$
1,041,826

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2017
 
$
428,729

 
$
114,192

 
$
102,829

 
$
645,750

Goodwill recorded in connection with a business combination
 
—

 
186

 
—

 
186

Foreign currency translation
 
—

 
(673
)
 
—

 
(673
)
Balance as of December 31, 2018:
 
 
 
 
 
 
 

Goodwill
 
636,810

 
301,700

 
102,829

 
1,041,339

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2018
 
$
428,729

 
$
113,705

 
$
102,829

 
$
645,263

Goodwill recorded in connection with a business combination (1)
 
—

 
—

 
1,060

 
1,060

Foreign currency translation
 
—

 
357

 
—

 
357

Balance as of December 31, 2019:
 
 
 
 
 
 
 

Goodwill
 
636,810

 
302,057

 
103,889

 
1,042,756

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2019:
 
$
428,729

 
$
114,062

 
$
103,889

 
$
646,680

(1)
On September 30, 2019, we completed the acquisition of a business in our Education segment. The results of operations of the acquired business is included in our consolidated financial statements and results of operations of our Education segment from the date of acquisition. This acquisition is not significant to our consolidated financial statements.
2019 Annual Goodwill Impairment Test
Pursuant to our policy, we performed our annual goodwill impairment test as of November 30, 2019 on our five reporting units with goodwill balances: Healthcare, Education, Business Advisory, Strategy and Innovation, and Life Sciences. We performed a quantitative impairment test for Strategy and Innovation as the reporting unit is a relatively new business resulting from an acquisition in 2017 and also fell slightly short of internal financial expectations in 2019. We performed qualitative assessments over the Healthcare, Education, Business Advisory, and Life Sciences reporting units to determine if it was more likely than not the respective fair values of these reporting units were less than their carrying amounts, including goodwill.

F-18
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

For the Strategy and Innovation reporting unit, we reviewed goodwill for impairment by comparing the fair value of the reporting unit to its carrying value, including goodwill. In estimating the fair value of the reporting unit, we relied on a combination of the income approach and the market approach utilizing the guideline company method, with a fifty-fifty weighting. Based on the results of the goodwill impairment test, we determined the fair value of Strategy and Innovation reporting unit exceeded its carrying value by 41%. As such, we concluded that there is no indication of goodwill impairment for the reporting unit.
For our qualitative assessment of the Healthcare, Education, Business Advisory and Life Sciences reporting units, we considered the most recent quantitative analysis performed for these reporting units, which was as of November 30, 2017, including the key assumptions used within that analysis, the indicated fair values, and the amount by which those fair values exceeded their carrying amounts. One of the key assumptions used within the prior quantitative analysis was our internal financial projections; therefore, we considered the actual performance of each reporting unit during 2019 and 2018 compared to the internal financial projections used, as well as specific outlooks for each reporting unit based on our most recent internal financial projections. We also considered the market-based valuation multiples used in the market approach within our prior quantitative analysis, which were derived from guideline companies, and noted that the valuation multiples generally increased compared to November 30, 2017. We also reviewed the current carrying value of each reporting unit in comparison to the carrying values as of the prior quantitative analysis. In addition, we considered various factors, including macroeconomic conditions, relevant industry and market trends for each reporting unit, and other entity-specific events, that could indicate a potential change in the fair value of our reporting units or the composition of their carrying values. Based on our assessments, we determined that it was more likely than not that the fair values of the Healthcare, Education, Business Advisory and Life Sciences reporting units exceeded their respective carrying amounts. As such, the goodwill for these reporting units was not considered impaired as of November 30, 2019, and a quantitative goodwill impairment analysis was not necessary.
Further, we evaluated whether any events occurred or any circumstances changed since November 30, 2019 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2019, we determined that no indications of impairment arose since our annual goodwill impairment test.
The results of an impairment analysis are as of a point in time. There is no assurance that the actual future earnings or cash flows of our reporting units will be consistent with our projections. We will monitor any changes to our assumptions and will evaluate goodwill as deemed warranted during future periods. Any significant decline in our operations could result in non-cash goodwill impairment charges.
2017 Goodwill Impairment Charges
Healthcare
During the second quarter of 2017, we performed a goodwill impairment analysis for our Healthcare reporting unit as our Healthcare business was experiencing a prolonged period of declining revenues at the time, primarily driven by softness in our revenue cycle offering within our performance improvement solution. This softness was attributable to decreased demand for our services, the winding down of some of our larger projects, and a trend toward smaller projects, as well as fewer large integrated projects. Based on forecasts prepared in the second quarter of 2017 in connection with our quarterly forecasting cycle, we determined that the likely time frame to improve the financial results of this segment would take longer than originally anticipated. As such, we concluded, during the second quarter of 2017, that the fair value of the Healthcare reporting unit may no longer exceed its carrying value. In connection with the preparation of our financial statements for the quarter ended June 30, 2017, we performed an interim impairment test on the Healthcare reporting unit.
Our goodwill impairment test was performed by comparing the fair value of the Healthcare reporting unit to its carrying value and recognizing an impairment charge for the amount by which the carrying value exceeded the fair value. To estimate the fair value of the Healthcare reporting unit, we relied on a combination of the income approach and the market approach, utilizing the guideline company method, with a fifty-fifty weighting. Based on the estimated fair value of the Healthcare reporting unit, we recorded a $208.1 million non-cash pretax goodwill impairment charge in 2017 to reduce the carrying value of goodwill in our Healthcare reporting unit.
Enterprise Solutions and Analytics
Our Enterprise Solutions and Analytics reporting unit was established with the acquisition of Blue Stone International, LLC in 2013. Since that time, we completed five additional business acquisitions within the reporting unit, most recently the acquisitions of the U.S. assets and international assets of ADI Strategies in May 2016 and April 2017, respectively. We record the assets acquired and liabilities assumed in business combinations, including identifiable intangible assets, at their estimated fair values as of the acquisition date, and goodwill is recorded as the excess of the fair value of consideration transferred, including any contingent consideration, over the fair value of the net assets acquired. Therefore, the initial accounting for an acquisition results in its fair value equaling its carrying value. Due to this reporting unit’s relatively low headroom, in the event that the financial performance of the reporting unit did not meet our expectations during 2017, we could be required to take a non-cash impairment charge as a result of any goodwill impairment test. During the first three quarters of 2017,

F-19
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

the performance of Enterprise Solutions and Analytics continued to reasonably meet our expectations. However, both revenues and operating margin during the fourth quarter of 2017 fell short of our expectations resulting in a reduction in workforce within the reporting unit during that quarter. Further, in connection with our annual budget process for 2018, which coincided with our annual goodwill impairment test during the fourth quarter of 2017, we determined that the reporting unit's expected future revenue growth rates and operating margin would be lower than previously anticipated for this reporting unit. As a result, our goodwill impairment test indicated that the fair value of the Enterprise Solutions and Analytics reporting unit no longer exceeded its carrying value.
Our goodwill impairment test was performed by comparing the fair value of the Enterprise Solutions and Analytics reporting unit to its carrying value and recognizing an impairment charge for the amount by which the carrying value exceeded the fair value. To estimate the fair value of the Enterprise Solutions and Analytics reporting unit, we relied on a combination of the income approach and the market approach, utilizing the guideline company method, with a fifty-fifty weighting. Based on the estimated fair value of the Enterprise Solutions and Analytics reporting unit, we recorded a $45.0 million non-cash pretax goodwill impairment charge to reduce the carrying value of this reporting unit's goodwill to zero.
Intangible Assets
Intangible assets as of December 31, 2019 and 2018 consisted of the following: 
 
 
 
As of December 31,
 
 
 
2019
 
2018
 
Useful Life
in Years
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Gross
Carrying
Amount
 
Accumulated
Amortization
Customer relationships
3 to 13
 
$
87,577

 
$
61,882

 
$
98,235

 
$
60,462

Trade names
5 to 6
 
28,930

 
25,894

 
28,930

 
23,181

Technology and software
3 to 5
 
5,694

 
4,321

 
5,694

 
2,842

Non-competition agreements
5
 
2,220

 
1,447

 
3,650

 
2,241

Customer contracts
2
 
800

 
52

 
—

 
—

Favorable lease contract
3
 
—

 
—

 
720

 
646

Total
 
 
$
125,221

 
$
93,596

 
$
137,229

 
$
89,372


Identifiable intangible assets with finite lives are amortized over their estimated useful lives. Customer relationships and customer contracts, as well as certain trade names and technology and software, are amortized on an accelerated basis to correspond to the cash flows expected to be derived from the assets. All other intangible assets with finite lives are amortized on a straight-line basis.
Intangible assets amortization expense was $17.8 million, $24.0 million, and $35.0 million for the years ended December 31, 2019, 2018, and 2017, respectively. The table below sets forth the estimated annual amortization expense for each of the five succeeding years for the intangible assets recorded as of December 31, 2019.
Year Ending December 31,
 
Estimated
Amortization Expense
2020
 
$
12,638

2021
 
$
8,379

2022
 
$
6,111

2023
 
$
3,512

2024
 
$
741


Actual future amortization expense could differ from these estimated amounts as a result of future acquisitions, dispositions, and other factors.
5. Leases
We lease office space, data centers and certain equipment under operating leases expiring on various dates through 2029, with various renewal options that can extend the lease terms by one to ten years. Our operating leases include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of real estate taxes, insurance and

F-20
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

operating expenses. We exclude these variable payments from the measurements of our lease liabilities and expense them as incurred. We elected the practical expedient to combine lease and nonlease components. No lease agreements contain any residual value guarantees or material restrictive covenants. As of December 31, 2019, we have not entered into any material finance leases. We sublease certain office spaces to third parties resulting from restructuring activities in certain locations.
Operating lease right-of-use ("ROU") assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. First, we test the asset group for recoverability by comparing the undiscounted cash flows of the asset group, which include expected future lease and nonlease payments under the lease agreement offset by expected sublease income, to the carrying amount of the asset group. If the first step of the long-lived asset impairment test concludes that the carrying amount of the asset group is not recoverable, we perform the second step of the long-lived asset impairment test by comparing the fair value of the asset group to its carrying amount and recognizing a lease impairment charge for the amount by which the carrying amount exceeds the fair value. To estimate the fair value of the asset group, we rely on a discounted cash flow approach using market participant assumptions of the expected cash flows and discount rate. During 2019, we recorded $0.8 million of lease impairment charges for office spaces vacated during the year, of which $0.6 million was allocated to the operating lease ROU assets and $0.2 million was allocated to the leasehold improvements based on their relative carrying amounts. The $0.8 million lease impairment charge was recognized in restructuring charges on our consolidated statement of operations. See Note 11 "Restructuring Charges" for additional information on our restructuring activities.
In the fourth quarter of 2019, we entered into an amendment to the office lease agreement for our principal executive offices in Chicago, Illinois, which resulted in a non-cash gain on lease modification of $0.8 million. Among other items, this amendment i) extends the term of the lease from September 30, 2024 to September 30, 2029; ii) provides a renewal option to extend the lease for an additional five year period to September 30, 2034; iii) terminates the lease with respect to certain leased spaces previously vacated; iv) provides abatement of certain future base rent payments and our pro rata share of operating expenses and taxes; and v) provides a one-time cash payment from the lessor as an incentive.
Additional information on our operating leases as of December 31, 2019 follows.
Balance Sheet
 
December 31, 2019
Operating lease right-of-use assets
 
$
54,954

 
 
 
Current maturities of operating lease liabilities
 
$
7,469

Operating lease liabilities, net of current portion
 
69,233

Total lease liabilities
 
$
76,702


Lease Cost
 
Year Ended
December 31, 2019
Operating lease cost
 
$
11,883

Short-term leases (1)
 
322

Variable lease costs
 
3,656

Sublease income
 
(2,638
)
Net lease cost (2)(3)(4)
 
$
13,223

(1)
Includes variable lease costs related to short-term leases.
(2)
Net lease cost includes $0.4 million for the year ended December 31, 2019, recorded as restructuring charges as they relate to vacated office spaces. See Note 11 "Restructuring Charges" for additional information on our vacated office spaces.
(3)
Net lease cost includes $0.3 million for the year ended December 31, 2019, related to vacated office spaces directly related to discontinued operations.
(4)
Rent expense, including operating expenses, real estate taxes and insurance, recorded under ASC 840 for the years ended December 31, 2018 and 2017 was $15.1 million and $14.3 million, respectively.

F-21
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

The table below summarizes the remaining expected lease payments under our operating leases as of December 31, 2019.
Future Lease Payments
 
December 31,
2019
2020
 
$
9,772

2021
 
12,039

2022
 
11,502

2023
 
11,470

2024
 
10,893

Thereafter
 
35,211

Total operating lease payments
 
$
90,887

Less: imputed interest
 
(14,185
)
Present value of operating lease liabilities 
 
$
76,702

The table below summarizes the future minimum rental commitments, as defined by ASC 840, under our non-cancelable operating leases as of December 31, 2018.
Lease Payments
 
December 31,
2018 (1)
2019
 
$
13,701

2020
 
12,724

2021
 
11,590

2022
 
10,766

2023
 
10,707

Thereafter
 
27,033

Total
 
$
86,521

(1)
As of December 31, 2018, the expected total future minimum sublease income to be received was $10.2 million.
Other Information
 
Year Ended
December 31, 2019
Cash paid for operating lease liabilities
 
$
13,902

Operating lease right-of-use assets obtained in exchange for operating lease liabilities
 
$
12,842

 
 
 
Weighted average remaining lease term - operating leases
 
7.7 years

Weighted average discount rate - operating leases
 
4.3
%


F-22
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

6. Property and Equipment, Net
Depreciation expense for property and equipment was $13.0 million, $13.4 million, and $13.3 million for the years ended December 31, 2019, 2018, and 2017, respectively. Property and equipment, net at December 31, 2019 and 2018 consisted of the following: 
 
As of December 31,
 
2019
 
2018
Computers, related equipment, and software
$
50,251

 
$
53,116

Leasehold improvements
44,323

 
45,052

Furniture and fixtures
16,273

 
17,408

Aircraft
7,667

 
7,541

Assets under construction
250

 
250

Property and equipment
118,764

 
123,367

Accumulated depreciation and amortization
(80,351
)
 
(82,993
)
Property and equipment, net
$
38,413

 
$
40,374


7. Financing Arrangements
A summary of the carrying amounts of our debt follows:
 
As of December 31,
 
2019
 
2018
1.25% convertible senior notes due 2019
$
—

 
$
242,617

Senior secured credit facility
205,000

 
50,000

Promissory note due 2024
3,853

 
4,368

Total long-term debt
$
208,853

 
$
296,985

Current maturities of long-term debt
(529
)
 
(243,132
)
Long-term debt, net of current portion
$
208,324

 
$
53,853


Below is a summary of the scheduled remaining principal payments of our debt as of December 31, 2019.
 
Principal Payments of Long-Term Debt
2020
$
529

2021
$
544

2022
$
559

2023
$
575

2024
$
206,646


Convertible Notes
In September 2014, the Company issued $250 million principal amount of 1.25% convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. The Convertible Notes were governed by the terms of an indenture between the Company and U.S. Bank National Association, as Trustee (the “Indenture”). The Convertible Notes were senior unsecured obligations of the Company and paid interest semi-annually on April 1 and October 1 of each year at an annual rate of 1.25%. The Convertible Notes matured on October 1, 2019. Upon maturity, we refinanced $217.0 million of the principal amount of the outstanding Convertible Notes with the borrowing capacity available under our revolving credit facility and funded the remaining $33.0 million principal payment with cash on hand.
Prior to maturity, upon conversion, the Convertible Notes would have been settled, at our election, in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. On October 1, 2019, one holder of the Convertible Notes converted their holding, which we settled in cash and resulted in an immaterial gain on conversion.
Upon issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature, assuming our non-

F-23
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

convertible debt borrowing rate. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using an effective interest rate of 4.751% over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification.
The transaction costs related to the issuance of the Convertible Notes were separated into liability and equity components based on their relative values, as determined above. Transaction costs attributable to the liability component were recorded as a deduction to the carrying amount of the liability and amortized to interest expense over the term of the Convertible Notes; and transaction costs attributable to the equity component were netted with the equity component of the Convertible Notes in stockholders’ equity. Total debt issuance costs were approximately $7.3 million, of which $6.2 million was allocated to liability issuance costs and $1.1 million was allocated to equity issuance costs.
As of December 31, 2018, the Convertible Notes consisted of the following: 
 
 
As of December 31, 2018
Liability component:
 
 
Proceeds
 
$
250,000

Less: debt discount, net of amortization
 
(6,436
)
Less: debt issuance costs, net of amortization
 
(947
)
Net carrying amount
 
$
242,617

Equity component (1)
 
$
39,287


(1)
Included in additional paid-in capital on the consolidated balance sheet.
The following table presents the amount of interest expense recognized related to the Convertible Notes for the periods presented. 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Contractual interest coupon
$
2,344

 
$
3,125

 
$
3,125

Amortization of debt discount
6,436

 
8,232

 
7,851

Amortization of debt issuance costs
947

 
1,245

 
1,224

Total interest expense
$
9,727

 
$
12,602

 
$
12,200


In connection with the issuance of the Convertible Notes, we entered into convertible note hedge transactions and warrant transactions. The convertible note hedge transactions were intended to reduce the potential future economic dilution associated with the conversion of the Convertible Notes and, combined with the warrants, effectively raised the price at which economic dilution would occur from the initial conversion price of approximately $79.89 to approximately $97.12 per share. For purposes of the computation of diluted earnings per share in accordance with GAAP, dilution would occur when the average share price of our common stock for a given period exceeds the conversion price of the Convertible Notes, which initially is equal to approximately $79.89 per share. The convertible note hedge transactions and warrant transactions are discussed separately below.
•
Convertible Note Hedge Transactions. In connection with the issuance of the Convertible Notes, the Company entered into convertible note hedge transactions whereby the Company had call options to purchase a total of approximately 3.1 million shares of the Company’s common stock, which is the number of shares initially issuable upon conversion of the Convertible Notes in full, at a price of approximately $79.89, which corresponded to the initial conversion price of the Convertible Notes, subject to customary anti-dilution adjustments substantially similar to those in the Convertible Notes. The convertible note hedge transactions were exercisable upon conversion of the Convertible Notes and expired in the third quarter of 2019. We paid an aggregate amount of $42.1 million for the convertible note hedge transactions, which was recorded as additional paid-in capital on the consolidated balance sheet. The convertible note hedge transactions were separate transactions and were not part of the terms of the Convertible Notes.
•
Warrants. In connection with the issuance of the Convertible Notes, the Company sold warrants whereby the holders of the warrants have the option to purchase a total of approximately 3.1 million shares of the Company’s common stock at a strike price of approximately $97.12. The warrants will expire incrementally on 100 different dates from January 6, 2020 to May 28, 2020 and are exercisable at each such expiry date. If the average market value per share of our common stock for the reporting period exceeds the strike price of the warrants, the warrants will have a dilutive effect on our earnings per share. We received

F-24
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

aggregate proceeds of $23.6 million from the sale of the warrants, which was recorded as additional paid-in capital on the consolidated balance sheets. The warrants are separate transactions and are not part of the terms of the Convertible Notes or the convertible note hedge transactions.
The Company recorded an initial deferred tax liability of $15.4 million in connection with the debt discount associated with the Convertible Notes and recorded an initial deferred tax asset of $16.5 million in connection with the convertible note hedge transactions. The deferred tax liability and deferred tax asset were included in deferred income taxes, net on the consolidated balance sheets.
Senior Secured Credit Facility
The Company has a $600 million senior secured revolving credit facility, subject to the terms of a Second Amended and Restated Credit Agreement dated as of March 31, 2015, as amended to date (as amended and modified the "Amended Credit Agreement"), that becomes due and payable in full upon maturity on September 27, 2024. The Amended Credit Agreement provides the option to increase the revolving credit facility or establish term loan facilities in an aggregate amount of up to $150 million, subject to customary conditions and the approval of any lender whose commitment would be increased, resulting in a maximum available principal amount under the Amended Credit Agreement of $750 million. The initial borrowings under the Amended Credit Agreement were used to refinance borrowings outstanding under a prior credit agreement, and future borrowings under the Amended Credit Agreement may be used for working capital, capital expenditures, acquisitions of businesses, share repurchases, and general corporate purposes.
Fees and interest on borrowings vary based on our Consolidated Leverage Ratio (as defined in the Amended Credit Agreement). At our option, borrowings under the Amended Credit Agreement will bear interest at one, two, three or six-month LIBOR or an alternate base rate, in each case plus the applicable margin. The applicable margin will fluctuate between 1.125% per annum and 1.875% per annum, in the case of LIBOR borrowings, or between 0.125% per annum and 0.875% per annum, in the case of base rate loans, based upon our Consolidated Leverage Ratio at such time.
Amounts borrowed under the Amended Credit Agreement may be prepaid at any time without premium or penalty. We are required to prepay the amounts outstanding under the Amended Credit Agreement in certain circumstances. In addition, we have the right to permanently reduce or terminate the unused portion of the commitments provided under the Amended Credit Agreement at any time.
The loans and obligations under the Amended Credit Agreement are secured pursuant to a Second Amended and Restated Security Agreement and a Second Amended and Restated Pledge Agreement (the “Pledge Agreement”) with Bank of America, N.A. as collateral agent, pursuant to which the Company and the subsidiary guarantors grant Bank of America, N.A., for the ratable benefit of the lenders under the Amended Credit Agreement, a first-priority lien, subject to permitted liens, on substantially all of the personal property assets of the Company and the subsidiary guarantors, and a pledge of 100% of the stock or other equity interests in all domestic subsidiaries and 65% of the stock or other equity interests in each “material first-tier foreign subsidiary” (as defined in the Pledge Agreement).
The Amended Credit Agreement contains usual and customary representations and warranties; affirmative and negative covenants, which include limitations on liens, investments, additional indebtedness, and restricted payments; and two quarterly financial covenants as follows: (i) a maximum Consolidated Leverage Ratio (defined as the ratio of debt to consolidated EBITDA) of 3.75 to 1.00; however the maximum permitted Consolidated Leverage Ratio will increase to 4.00 to 1.00 upon the occurrence of certain transactions, and (ii) a minimum Consolidated Interest Coverage Ratio (defined as the ratio of consolidated EBITDA to interest) of 3.50 to 1.00. Consolidated EBITDA for purposes of the financial covenants is calculated on a continuing operations basis and includes adjustments to add back non-cash goodwill impairment charges, share-based compensation costs, certain non-cash restructuring charges, pro forma historical EBITDA for businesses acquired, and other specified items in accordance with the Amended Credit Agreement. At December 31, 2019, we were in compliance with these financial covenants with a Consolidated Leverage Ratio of 1.64 to 1.00 and a Consolidated Interest Coverage Ratio of 15.29 to 1.00.
Borrowings outstanding under the Amended Credit Agreement at December 31, 2019 totaled $205.0 million. These borrowings carried a weighted average interest rate of 3.0%, including the impact of the interest rate swap described in Note 12 “Derivative Instruments and Hedging Activity." Borrowings outstanding under the Amended Credit Agreement at December 31, 2018 were $50.0 million and carried a weighted average interest rate of 3.7%, including the impact of the interest rate swap described in Note 12 "Derivative Instruments and Hedging Activity." The borrowing capacity under the revolving credit facility is reduced by any outstanding borrowings under the revolving credit facility and outstanding letters of credit. At December 31, 2019, we had outstanding letters of credit totaling $1.7 million, which are primarily used as security deposits for our office facilities. As of December 31, 2019, the unused borrowing capacity under the revolving credit facility was $393.3 million.

F-25
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

Promissory Note due 2024
In 2017, in conjunction with our purchase of an aircraft related to the acquisition of Innosight, we assumed, from the sellers of the aircraft, a promissory note with an outstanding principal balance of $5.1 million. The principal balance of the promissory note is subject to scheduled monthly principal payments until the maturity date of March 1, 2024, at which time a final payment of $1.5 million, plus any accrued and unpaid interest, will be due. Under the terms of the promissory note, we will pay interest on the outstanding principal amount at a rate of one month LIBOR plus 1.97% per annum. The obligations under the promissory note are secured pursuant to a Loan and Aircraft Security Agreement with Banc of America Leasing & Capital, LLC, which grants the lender a first priority security interest in the aircraft. At December 31, 2019, the outstanding principal amount of the promissory note was $3.9 million. As of December 31, 2019, the aircraft had a carrying amount of $5.1 million. At December 31, 2018, the outstanding principal amount of the promissory note was $4.4 million, and the aircraft had a carrying amount of $5.8 million.
8. Capital Structure
Preferred Stock
We are authorized to issue up to 50,000,000 shares of preferred stock. Our certificate of incorporation authorizes our board of directors, without any further stockholder action or approval, to issue these shares in one or more classes or series, to establish from time to time the number of shares to be included in each class or series, and to fix the rights, preferences and privileges of the shares of each wholly unissued class or series and any of its qualifications, limitations or restrictions. As of December 31, 2019 and 2018, no such preferred stock has been approved or issued.
Common Stock
We are authorized to issue up to 500,000,000 shares of common stock, par value $.01 per share. The holders of common stock are entitled to one vote for each share held of record on each matter submitted to a vote of stockholders. Subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock are entitled to such dividends as our board of directors may declare. In the event of any liquidation, dissolution or winding-up of our affairs, after payment of all of our debts and liabilities and subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock will be entitled to receive the distribution of any of our remaining assets.
9. Revenues
For the years ended December 31, 2019, 2018 and 2017 we recognized revenues of $876.8 million, $795.1 million, and $732.6 million, respectively. Of the $876.8 million recognized in 2019, we recognized revenues of $2.8 million from obligations satisfied, or partially satisfied, in prior periods due to the release of allowances on unbilled services as a result of securing contract amendments. During 2019, we recognized a $1.0 million decrease to revenues due to changes in the estimates of our variable consideration under performance-based billing arrangements. Of the $795.1 million recognized in 2018, we recognized revenues of $10.8 million from obligations satisfied, or partially satisfied, in prior periods, of which $7.2 million was due to changes in the estimates of our variable consideration under performance-based billing arrangements and $3.6 million was primarily due to the release of allowances on unbilled services due to securing contract amendments.
As of December 31, 2019, we had $90.1 million of remaining performance obligations under engagements with original expected durations greater than one year. These remaining performance obligations exclude obligations under contracts with an original expected duration of one year or less, variable consideration which has been excluded from the total transaction price due to the constraint, and performance obligations under time-and-expense engagements which are recognized in the amount invoiced. Of the $90.1 million of performance obligations, we expect to recognize approximately $58.1 million as revenue in 2020, $20.9 million in 2021, and the remaining $11.1 million thereafter. Actual revenue recognition could differ from these amounts as a result of changes in the estimated timing of work to be performed, adjustments to estimated variable consideration in performance-based arrangements, or other factors.
Contract Assets and Liabilities
The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets.
Unbilled services include revenues recognized for services performed but not yet billed to clients. Services performed that we are not yet entitled to bill because certain events must occur, such as the completion of the measurement period or client approval in performance-based engagements, are recorded as contract assets and included within unbilled services, net. The contract asset balance as of December 31, 2019 and 2018 was $12.6 million and $9.1 million, respectively. The $3.5 million increase primarily reflects timing differences between the completion of our performance obligations and the amounts billed or billable to clients in accordance with their contractual billing terms.

F-26
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

Client prepayments and retainers are classified as deferred revenues and recognized over future periods in accordance with the applicable engagement agreement and our revenue recognition policy. Our deferred revenues balance as of December 31, 2019 and December 31, 2018 was $28.4 million and $28.1 million respectively. The $0.3 million increase primarily reflects timing differences between client payments in accordance with their contract terms and the completion of our performance obligations. For the year ended December 31, 2019, $22.8 million of revenues recognized were included in the deferred revenue balance as of December 31, 2018. For the year ended December 31, 2018, $23.5 million of revenues recognized were included in the deferred revenue balance as of December 31, 2017.
10. Earnings Per Share
Basic earnings per share excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding for the period, excluding unvested restricted common stock. Diluted earnings per share reflects the potential reduction in earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock under the treasury stock method. Such securities or other contracts include unvested restricted stock awards, outstanding common stock options, convertible senior notes, and outstanding warrants, to the extent dilutive. In periods for which we report a net loss from continuing operations, diluted weighted average common shares outstanding excludes all potential common stock equivalents as their impact on diluted net loss from continuing operations per share would be anti-dilutive.
Earnings (loss) per share under the basic and diluted computations are as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Net income (loss) from continuing operations
$
41,979

 
$
13,944

 
$
(170,505
)
Income (loss) from discontinued operations, net of tax
(236
)
 
(298
)
 
388

Net income (loss)
$
41,743

 
$
13,646

 
$
(170,117
)
 
 
 
 
 
 
Weighted average common shares outstanding—basic
21,993

 
21,706

 
21,439

Weighted average common stock equivalents
514

 
352

 
—

Weighted average common shares outstanding—diluted
22,507

 
22,058

 
21,439

 
 
 
 
 
 
Net earnings (loss) per basic share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.91

 
$
0.64

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.01
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.90

 
$
0.63

 
$
(7.93
)
 
 
 
 
 
 
Net earnings (loss) per diluted share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.87

 
$
0.63

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.02
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.85

 
$
0.62

 
$
(7.93
)
The number of anti-dilutive securities excluded from the computation of the weighted average common stock equivalents presented above were as follows:
 
As of December 31,
 
2019
 
2018
 
2017
Unvested restricted stock awards
—

 
—

 
636

Outstanding common stock options
—

 
—

 
194

Convertible senior notes
—

 
3,129

 
3,129

Warrants related to the issuance of convertible senior notes
3,129

 
3,129

 
3,129

Total anti-dilutive securities
3,129

 
6,258

 
7,088



F-27
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

See Note 7 “Financing Arrangements” for further information on the convertible senior notes and warrants related to the issuance of convertible notes.
We currently have a share repurchase program permitting us to repurchase up to $125 million of our common stock through October 31, 2020 (the "Share Repurchase Program"). The amount and timing of the repurchases will be determined by management and will depend on a variety of factors, including the trading price of our common stock, capacity under our credit facility, general market and business conditions, and applicable legal requirements. In 2019, we repurchased and retired 210,437 shares for $14.2 million, of which $1.2 million settled in the first quarter of 2020. All of the 210,437 shares repurchased and retired in 2019 were included as a reduction to our basic weighted average shares outstanding for the year ended December 31, 2019 based on the trade date of the share repurchase. No shares were repurchased under this program in 2018 or 2017. As of December 31, 2019, $20.9 million remains available for share repurchases.
11. Restructuring Charges
2019
In 2019, we incurred $1.9 million of pretax restructuring expense. This expense primarily consisted of the following charges:
Severance - We incurred $0.6 million of severance expense as a result of workforce reductions to better align resources with market demand and workforce reductions in our corporate operations.
Office exit costs - We incurred $1.2 million of office exit costs. During 2019, we exited a portion of our Lake Oswego, Oregon office resulting in a $0.7 million lease impairment charge on the related operating lease right-of-use asset and leasehold improvements and $0.2 million of accelerated depreciation on furniture and fixtures in that office. The lease impairment charge was recognized in accordance with ASC 842, Leases, which we adopted on a modified retrospective basis on January 1, 2019. See Note 2 "Summary of Significant Accounting Policies" for additional information on our adoption of ASC 842. See Note 5 "Leases" for additional information on the long-lived asset impairment test. Additionally, during 2019, we exited the remaining portion of our Middleton, Wisconsin office and an office in Houston, Texas, resulting in restructuring charges of $0.4 million and $0.1 million, respectively, which primarily consisted of accelerated depreciation on furniture and fixtures in those offices. During the fourth quarter of 2019, we entered into an amendment to the lease of our principal executive offices in Chicago, Illinois. Among other items, the amendment terminated the lease with respect to certain leased space which we previously vacated and currently sublease to a third-party. As a result of the amendment, we recognized a restructuring gain of $0.4 million. See Note 5 "Leases" for additional information on the amendment.
Of the $1.9 million pretax restructuring charge, $1.5 million related to our corporate operations, $0.3 million related to our Healthcare segment, and $0.1 million related to our Business Advisory segment.
2018
In 2018, we incurred $3.7 million of pretax restructuring expense. This expense primarily consisted of the following charges:
Severance - We incurred $2.1 million of severance expense as a result of workforce reductions to better align resources with market demand.
Office exit costs - We incurred $1.3 million of office exit costs. Of the $1.3 million, $0.8 million related to the accrual of remaining lease payments, net of estimated sublease income, accelerated depreciation on leasehold improvements, and moving expenses due to exiting a portion of our Middleton, Wisconsin office; $0.4 million related to updated lease assumptions, commission costs, and moving expenses for our San Francisco office vacated in 2017; and $0.1 million related to updated lease assumptions for our Chicago office consolidation. The office exit costs incurred in the 2018 were accounted for in accordance with ASC 840, Leases.
Other - We incurred $0.3 million related to the divestiture of our Middle East practice within the Business Advisory segment in the second quarter of 2018. During the second quarter of 2018, we sold our Middle East practice to a former employee who was the practice leader of that business at the time, and we recorded a $5.8 million loss which is included in other income (expense), net in our consolidated statements of operations.
Of the $3.7 million pretax restructuring charge, $1.1 million was related to our Healthcare segment, $1.0 million was related to our Business Advisory segment, and $1.6 million was related to our corporate operations.
2017
In 2017, we incurred $6.2 million of pretax restructuring expense. This expense primarily consisted of the following charges:

F-28
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

Severance - We incurred $3.7 million of severance expense as a result of workforce reductions to better align resources with market demand and workforce reductions in our corporate operations.
Office exit costs - We incurred $2.4 million of office exit costs primarily related to the accrual of remaining lease obligations, net of estimated sublease income, due to relocating our San Francisco office to a smaller space and consolidating our Chicago and New York offices, and accelerated depreciation on leasehold improvements for our San Francisco office. The office exit costs incurred in the 2017 were accounted for in accordance with ASC 840, Leases.
Of the $6.2 million pretax restructuring charge, $2.1 million was related to our Healthcare segment, $1.1 million was related to our Business Advisory segment, and $2.9 million was related to our corporate operations.
The table below sets forth the changes in the carrying amount of our restructuring charge liability by restructuring type for the years ended December 31, 2019 and 2018.
 
Employee Costs
 
Office Space Reductions
 
Other
 
Total
Balance as of December 31, 2017
$
1,267

 
$
4,247

 
$
—

 
$
5,514

Additions (1) (2)
2,102

 
677

 
191

 
2,970

Payments
(2,879
)
 
(3,284
)
 
(191
)
 
(6,354
)
Adjustments (1) (2)
(47
)
 
828

 
—

 
781

Balance as of December 31, 2018
443

 
2,468

 
—

 
2,911

Adoption of ASC 842 (3)
—

 
(1,119
)
 
—

 
(1,119
)
Balance as of January 1, 2019
443

 
1,349

 
—

 
1,792

Additions (2)
636

 
9

 
—

 
645

Payments
(995
)
 
(383
)
 
—

 
(1,378
)
Adjustments (2)
(16
)
 
(884
)
 
—

 
(900
)
Balance as of December 31, 2019
$
68

 
$
91

 
$
—

 
$
159

(1)
Additions and adjustments for the years ended December 31, 2019 and 2018 include restructuring charges of $0.1 million and $0.4 million, respectively related to office exit costs for vacated offices spaces directly related to discontinued operations.
(2)
Additions and adjustments exclude non-cash items related to vacated office spaces, such as lease impairment charges and accelerated depreciation on fixed assets, which are recorded as restructuring charges on our consolidated statements of operations.
(3)
Upon adoption of ASC 842 on January 1, 2019, we reclassified the restructuring charge liabilities, which represented the present value of remaining lease payments, net of estimated sublease income, for vacated office spaces from restructuring charge liabilities to operating lease right-of-use assets. See Note 2 "Summary of Significant Accounting Polices" for additional information on the impact of adoption.
The $0.1 million restructuring charge liability related to office space reductions at December 31, 2019 is included as a component of deferred compensation and other liabilities. The $0.1 million restructuring charge liability related to employee costs at December 31, 2019 is expected to be paid in the next 12 months and is included as a component of accrued payroll and related benefits.
12. Derivative Instruments and Hedging Activity
On June 22, 2017, we entered into a forward interest rate swap agreement effective August 31, 2017 and ending August 31, 2022, with a notional amount of $50.0 million. We entered into this derivative instrument to hedge against the interest rate risks of our variable-rate borrowings. Under the terms of the interest rate swap agreement, we receive from the counterparty interest on the notional amount based on one month LIBOR and we pay to the counterparty a fixed rate of 1.900%.
We recognize all derivative instruments as either assets or liabilities at fair value on the balance sheet. We have designated this derivative instrument as a cash flow hedge. Therefore, changes in the fair value of the derivative instrument are recorded to other comprehensive income (“OCI”) to the extent effective and reclassified into interest expense upon settlement. As of December 31, 2019, it was anticipated that $0.1 million of the losses, net of tax, currently recorded in accumulated other comprehensive income will be reclassified into earnings within the next 12 months.

F-29
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

The table below sets forth additional information relating to our interest rate swap designated as a cash flow hedging instrument as of December 31, 2019 and 2018. 
 
Fair Value (Derivative Asset and Liability)
As of December 31,
Balance Sheet Location
2019
 
2018
Prepaid expenses and other current assets
$
—

 
$
302

Other non-current assets
$
—

 
$
451

Accrued expenses
$
159

 
$
—

Deferred compensation and other liabilities
$
387

 
$
—


All of our derivative instruments are transacted under the International Swaps and Derivatives Association (ISDA) master agreements. These agreements permit the net settlement of amounts owed in the event of default and certain other termination events. Although netting is permitted, it is our policy to record all derivative assets and liabilities on a gross basis on our consolidated balance sheet.
We do not use derivative instruments for trading or other speculative purposes. Refer to Note 14 “Other Comprehensive Income (Loss)” for additional information on our derivative instrument.
13. Fair Value of Financial Instruments
Certain of our assets and liabilities are measured at fair value. Fair value is defined as the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy for inputs used in measuring fair value and requires companies to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three levels based on the objectivity of the inputs as follows:
Level 1 Inputs
  
Quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
 
 
Level 2 Inputs
  
Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.
 
 
Level 3 Inputs
  
Unobservable inputs for the asset or liability, and include situations in which there is little, if any, market activity for the asset or liability.


The tables below sets forth our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018.
 
Level 1
 
Level 2
 
Level 3
 
Total
December 31, 2019
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
Convertible debt investment
$
—

 
$
—

 
$
49,542

 
$
49,542

Deferred compensation assets
—

 
27,445

 
—

 
27,445

Total assets
$
—

 
$
27,445

 
$
49,542

 
$
76,987

Liabilities:
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
546

 
$
—

 
$
546

Total liabilities
$
—

 
$
546

 
$
—

 
$
546



F-30
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

 
Level 1
 
Level 2
 
Level 3
 
Total
December 31, 2018
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
753

 
$
—

 
$
753

Convertible debt investment
—

 
—

 
50,429

 
50,429

Deferred compensation assets
—

 
18,205

 
—

 
18,205

Total assets
$
—

 
$
18,958

 
$
50,429

 
$
69,387

Liabilities:
 
 
 
 
 
 
 
Contingent consideration for business acquisitions
$
—

 
$
—

 
$
11,441

 
$
11,441

Total liabilities
$
—

 
$
—

 
$
11,441

 
$
11,441


Interest rate swap: The fair value of our interest rate swap was derived using estimates to settle the interest rate swap agreement, which is based on the net present value of expected future cash flows on each leg of the swap utilizing market-based inputs and discount rates reflecting the risks involved.
Convertible debt investment: In 2014 and 2015, we invested $27.9 million, in the form of zero coupon convertible debt (the "initial convertible notes"), in Shorelight Holdings, LLC (“Shorelight”), the parent company of Shorelight, a U.S.-based company that partners with leading nonprofit universities to increase access to and retention of international students, boost institutional growth, and enhance an institution’s global footprint. In the second quarter of 2019, we amended the initial investment to extend the maturity date by one year to July 1, 2021, unless converted earlier. In the first quarter of 2020, we invested an additional $13.0 million, in the form of 1.69% convertible debt with a senior liquidation preference to the initial convertible notes (the "additional convertible note"); and amended our initial convertible notes to extend the maturity date to January 17, 2024, which coincides with the maturity date of the additional convertible note.
To determine the appropriate accounting treatment for our investment, we performed a variable interest entity (“VIE”) analysis and concluded that Shorelight does not meet the definition of a VIE. We also reviewed the characteristics of our investment to confirm that the convertible notes are not in-substance common stock that would warrant equity method accounting. After we reviewed all of the terms of the investment, we concluded the appropriate accounting treatment to be that of an available-for-sale debt security.
The investment is carried at fair value with unrealized holding gains and losses excluded from earnings and reported in other comprehensive income. We estimate the fair value of our investment using a scenario-based approach in the form of a hybrid analysis that consists of a Monte Carlo simulation model and an expected return analysis. The conclusion of value for our investment is based on the probability-weighted assessment of both scenarios. The hybrid analysis utilizes certain assumptions related to the assumed holding period, the applicable waterfall distribution at the end of the expected holding period based on the rights and privileges of the various instruments, cash flow projections discounted at the risk-adjusted rate, and the concluded equity volatility, all of which are Level 3 inputs. The valuation of our investment as of December 31, 2019 takes into consideration the equity value indication as well as the dilutive impact of the convertible debt issued by Shorelight in the first quarter of 2020, the terms of which were known or knowable as of December 31, 2019. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of the investment, which would result in different impacts to our consolidated balance sheet and comprehensive income. Actual results may differ from our estimates. The fair value of the convertible debt investment is recorded in long-term investments on our consolidated balance sheets.
The table below sets forth the changes in the balance of the convertible debt investment for the years ended December 31, 2019 and 2018.
 
 
Convertible Debt Investment
Balance as of December 31, 2017
 
$
39,904

Change in fair value of convertible debt investment
 
10,525

Balance as of December 31, 2018
 
50,429

Change in fair value of convertible debt investment
 
(887
)
Balance as of December 31, 2019
 
$
49,542

Deferred compensation assets: We have a non-qualified deferred compensation plan (the "Plan") for the members of our board of directors and a select group of our employees. The deferred compensation liability is funded by the Plan assets, which consist of life insurance policies maintained within a trust. The cash surrender value of the life insurance policies approximates fair value and is based on third-party broker statements which provide the fair value of the life insurance policies' underlying investments, which are Level 2 inputs. The cash surrender

F-31
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

value of the life insurance policies is invested primarily in mutual funds. The Plan assets are included in other non-current assets on our consolidated balance sheets. Realized and unrealized gains (losses) from the deferred compensation assets are recorded to other income (expense), net in our consolidated statements of operations.
Contingent consideration for business acquisitions: We estimate the fair value of acquisition-related contingent consideration using either a probability-weighted assessment of the specific financial performance targets being measured or a Monte Carlo simulation model, as appropriate. These fair value measurements are based on significant inputs not observable in the market and thus represent Level 3 inputs. The significant unobservable inputs used in the fair value measurements of our contingent consideration are our measures of the estimated payouts based on internally generated financial projections on a probability-weighted basis and discount rates, which typically reflect a risk-free rate. The fair value of the contingent consideration is reassessed quarterly based on assumptions used in our latest projections and input provided by practice leaders and management. Any change in the fair value estimate is recorded in our consolidated statement of operations for that period. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of our contingent consideration liability, which would result in different impacts to our consolidated balance sheets and consolidated statements of operations. Actual results may differ from our estimates.
The table below sets forth the changes in the balance of the contingent consideration for business acquisitions for the years ended December 31, 2019 and 2018.
 
 
Contingent Consideration for Business Acquisitions
Balance as of December 31, 2017
 
$
22,828

Acquisitions
 
212

Payments
 
(11,974
)
Remeasurement of contingent consideration for business acquisitions
 
381

Unrealized gain due to foreign currency translation
 
(6
)
Balance as of December 31, 2018
 
11,441

Payments
 
(10,041
)
Remeasurement of contingent consideration for business acquisitions
 
(1,506
)
Unrealized loss due to foreign currency translation
 
106

Balance as of December 31, 2019
 
$
—


Financial assets and liabilities not recorded at fair value on a recurring basis are as follows:
Preferred Stock Investment
In the fourth quarter of 2019, we invested $5.0 million, in the form of preferred stock, in Medically Home Group, Inc. ("Medically Home"), a healthcare technology-enabled services company. To determine the appropriate accounting treatment for our investment, we performed a VIE analysis and concluded that Medically Home does not meet the definition of a VIE. We also reviewed the characteristics of our investment to confirm that the preferred stock is not in-substance common stock that would warrant equity method accounting. After we reviewed all of the terms of the investment, we concluded the appropriate accounting treatment for our investment in Medically Home to be that of an equity security with no readily determinable fair value. We elected to apply the measurement alternative at the time of the purchase and will continue to do so until the investment does not qualify to be so measured. Under the measurement alternative, the investment is carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. On a quarterly basis, we review the information available to determine whether an orderly and observable transaction for the same or similar equity instrument occurred, and remeasure the fair value of the preferred stock using such identified transactions, with changes in the fair value recorded in consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment.
Senior Secured Credit Facility
The carrying value of our borrowings outstanding under our senior secured credit facility is stated at cost. Our carrying value approximates fair value, using Level 2 inputs, as the senior secured credit facility bears interest at variable rates based on current market rates as set forth in the Amended Credit Agreement. Refer to Note 7 “Financing Arrangements” for additional information on our senior secured credit facility.

F-32
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

Promissory Note due 2024
The carrying value of our promissory note due 2024 is stated at cost. Our carrying value approximates fair value, using Level 2 inputs, as the promissory note bears interest at rates based on current market rates as set forth in the terms of the promissory note. Refer to Note 7 “Financing Arrangements” for additional information on our promissory note due 2024.
Convertible Notes
The carrying amount and estimated fair value of the Convertible Notes as of December 31, 2018 follows. The Convertible Notes matured on October 1, 2019.
 
December 31, 2018
 
Carrying
Amount
 
Estimated
Fair Value
1.25% convertible senior notes due 2019
$
242,617

 
$
242,940


The difference between the $250 million principal amount of the Convertible Notes and the carrying amount shown above represented the unamortized debt discount and issuance costs. As of December 31, 2018, the carrying value of the equity component of $39.3 million was unchanged from the date of issuance. Refer to Note 7 “Financing Arrangements” for additional information on our Convertible Notes. The estimated fair value of the Convertible Notes was determined based on the quoted bid price of the Convertible Notes in an over-the-counter market, which is a Level 2 input, on the last day of trading for the year ended December 31, 2018.
Cash and cash equivalents are stated at cost, which approximates fair market value. The carrying values of all other financial instruments not described above reasonably approximate fair market value due to the nature of the financial instruments and the short-term maturity of these items.

F-33
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

14. Other Comprehensive Income (Loss)
The table below sets forth the components of accumulated other comprehensive income (loss), net of tax for the years ended December 31, 2019, 2018, and 2017. 
 
Foreign
Currency
Translation
 
Available-for-
Sale 
Investments
 
Cash Flow
Hedges (1)
 
Total
Balance as of December 31, 2016
$
(453
)
 
$
4,088

 
$
(20
)
 
$
3,615

Foreign currency translation adjustment, net of tax of $0
1,602

 
—

 
—

 
1,602

Unrealized gain on investments:
 
 

 
 
 

        Change in fair value, net of tax of $(998)
—

 
4,231

 
—

 
4,231

        Reclassification adjustment into retained earnings (2)
—

 
493

 
—

 
493

Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(106)
—

 
—

 
366

 
366

Reclassification adjustment into earnings, net of tax of $(46)
—

 
—

 
69

 
69

Reclassification adjustment into retained earnings (2)
—

 
—

 
(6
)
 
(6
)
Balance as of December 31, 2017
1,149

 
8,812

 
409

 
10,370

Foreign currency translation adjustment, net of tax of $0
(1,814
)
 
—

 
—

 
(1,814
)
Unrealized gain on investments:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(2,753)
—

 
7,772

 
—

 
7,772

Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(63)
—

 
—

 
197

 
197

Reclassification adjustment into earnings, net of tax of $(10)
—

 
—

 
(30
)
 
(30
)
Balance as of December 31, 2018
(665
)
 
16,584

 
576

 
16,495

Foreign currency translation adjustment, net of tax of $0
99

 
—

 
—

 
99

Unrealized gain (loss) on investments:
 
 
 
 
 
 
 
Change in fair value, net of tax of $185
—

 
(702
)
 
—

 
(702
)
Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $295
—

 
—

 
(819
)
 
(819
)
Reclassification adjustment into earnings, net of tax of $48
—

 
—

 
(137
)
 
(137
)
Balance as of December 31, 2019
$
(566
)
 
$
15,882

 
$
(380
)
 
$
14,936

(1)
The before tax amounts reclassified from accumulated other comprehensive income (loss) related to our cash flow hedges are recorded to interest expense, net of interest income.
(2)
Upon adoption of ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, we reclassified $0.5 million of stranded tax effects, which resulted from the enactment of the 2017 Tax Reform, from accumulated other comprehensive income to retained earnings.
15. Employee Benefit and Deferred Compensation Plans
We sponsor a qualified defined contribution 401(k) plan covering substantially all of our employees. Under the plan, employees are entitled to make pretax contributions and/or Roth post-tax contributions up to the annual maximums established by the Internal Revenue Service. We match an amount equal to the employees’ contributions up to 6% of the employees’ eligible earnings. Our matching contributions for the years ended December 31, 2019, 2018, and 2017 were $22.8 million, $20.8 million, and $20.0 million, respectively.
We have a non-qualified deferred compensation plan (the “Plan”) that is administered by our board of directors or a committee designated by the board of directors. Under the Plan, members of the board of directors and a select group of our employees may elect to defer the receipt of their director retainers and meeting fees or base salary and bonus, as applicable. Additionally, we may credit amounts to a participant’s deferred compensation account in accordance with employment or other agreements entered into between us and the participant. At our sole

F-34
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

discretion, we may, but are not required to, credit any additional amount we desire to any participant’s deferred compensation account. Amounts credited are subject to vesting schedules set forth in the Plan, employment agreement, or any other agreement entered into between us and the participant. The deferred compensation liability at December 31, 2019 and 2018 was $27.5 million and $18.4 million, respectively. This deferred compensation liability is funded by the Plan assets.
16. Equity Incentive Plans
In 2012, Huron adopted the 2012 Omnibus Incentive Plan (the “2012 Plan”)which replaced, on a prospective basis, our 2004 Omnibus Stock Plan (the "2004 Plan") such that future grants will be granted under the 2012 Plan and any outstanding awards granted under the 2004 Plan that are cancelled, expired, forfeited, settled in cash, or otherwise terminated without a delivery of shares to the participant will not become available for grant under the 2012 Plan. The 2012 Plan permits the grant of stock options, stock appreciation rights, restricted stock, performance shares and other share-based or cash-based awards valued in whole or in part by reference to, or otherwise based on, our common stock. Subsequent to the initial approval of the 2012 Plan and through December 31, 2019, our shareholders approved amendments to the 2012 Plan to increase the number of shares reserved for issuance by 2,254,000, in the aggregate. As of December 31, 2019, approximately 1.1 million shares remain available for issuance under the 2012 Plan.
On May 1, 2015, we adopted the Stock Ownership Participation Program (the “SOPP”), which is available to Huron employees below the managing director level who do not receive equity-based awards as part of their normal compensation plan. Under the SOPP, eligible employees may elect to use after-tax payroll deductions, or cash contributions, to purchase shares of the Company’s common stock on certain designated purchase dates. Employees who purchase stock under the SOPP are granted restricted stock equal to 25% of their purchased shares. Vesting of the restricted stock is subject to both a time-based vesting schedule and a requirement that the purchased shares be held for a specified period. The initial number of shares available for issuance under the SOPP was 300,000. Prior to the adoption of the SOPP, the matching share grants and the employee purchased shares under the stock ownership participation program were governed by the 2012 Plan. As of December 31, 2019, less than 0.1 million shares remain available for issuance under the SOPP.
It has been our practice to issue shares of common stock upon exercise of stock options and granting of restricted stock from authorized but unissued shares, with the exception of the SOPP under which shares are issued from treasury stock. Certain grants of restricted stock under the 2012 Plan may be issued from treasury stock at the direction of the Compensation Committee.
Share-based awards outstanding under our 2012 Plan and our 2004 Plan provide for a retirement eligibility provision, under which eligible employees who have reached 62 years of age and have completed seven years of employment with Huron will continue vesting in their share-based awards after retirement, subject to certain conditions. This retirement eligibility provision also applies to future awards granted to eligible employees under the 2012 Plan. The Compensation Committee of the board of directors has the responsibility of interpreting the 2012 Plan and SOPP and determining all of the terms and conditions of awards made under the plans, including when the awards will become exercisable or otherwise vest.
Total share-based compensation cost recognized for the years ended December 31, 2019, 2018, and 2017 was $24.2 million, $18.8 million, and $14.8 million, respectively, with related income tax benefits of $5.3 million, $4.6 million, and $5.8 million, respectively. As of December 31, 2019, there was $26.2 million of total unrecognized compensation cost related to nonvested share-based awards. This cost is expected to be recognized over a weighted average period of 2.2 years.
Restricted Stock Awards
The grant date fair values of our restricted stock awards are measured based on the fair value of our common stock at grant date and amortized into expense over the service period. Subject to acceleration under certain conditions, the majority of our restricted stock vests annually over four years. 

F-35
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

The table below summarizes the restricted stock activity for the year ended December 31, 2019.
 
Number of Shares
 
Weighted
Average
Grant Date
Fair Value
(in dollars)
 
2012 Omnibus Incentive Plan
 
Stock Ownership Participation Program
 
Total
 
Nonvested restricted stock at December 31, 2018
747

 
11

 
758

 
$
43.08

Granted
341

 
12

 
353

 
$
48.57

Vested
(284
)
 
(10
)
 
(294
)
 
$
46.25

Forfeited
(30
)
 
(1
)
 
(31
)
 
$
45.24

Nonvested restricted stock at December 31, 2019
774

 
12

 
786

 
$
44.27


The aggregate fair value of restricted stock that vested during the years ended December 31, 2019, 2018, and 2017 was $14.5 million, $9.1 million, and $11.1 million, respectively. The weighted average grant date fair value per share of restricted stock granted during 2018 and 2017 was $38.45 and $42.11, respectively.
Performance-based Share Awards
During 2019, 2018, and 2017, the Company granted performance-based stock awards to our named executive officers and certain managing directors. The total number of shares earned by recipients of these awards is contingent upon meeting practice specific and Company-wide performance goals. Following the performance period, certain awards are subject to the completion of a service period, which is generally an additional two years. These earned awards vest on a graded vesting schedule over the service period. For certain performance awards, the recipients may earn additional shares of stock for performance achieved above the stated target. The grant date fair values of our performance-based share awards are measured based on the fair value of our common stock at grant date. Compensation cost is amortized into expense over the service period, including the performance period.
The table below summarizes the performance-based stock activity for the year ended December 31, 2019. All nonvested performance-based stock outstanding at December 31, 2019 and 2018 was granted under the 2012 Omnibus Incentive Plan.
 
Number of
Shares
 
Weighted
Average
Grant Date
Fair Value
(in dollars)
Nonvested performance-based stock at December 31, 2018
436

 
$
36.81

Granted (1)
281

 
$
47.93

Vested
(73
)
 
$
40.69

Forfeited (2)
(144
)
 
$
36.06

Nonvested performance-based stock at December 31, 2019 (3)
500

 
$
42.72

(1)
Shares granted in 2019 are presented at the stated target, which represents the base number of shares that could be earned. Actual shares earned may be below or, for certain grants, above the target based on the achievement of specific financial goals.
(2)
Forfeited shares include shares forfeited as a result of not meeting the performance criteria of the award as well as shares forfeited upon termination.
(3)
Of the 500,000 nonvested performance-based shares outstanding as of December 31, 2019, 403,794 shares were unearned and subject to achievement of specific financial goals. Once earned, the awards will be subject to time-based vesting according to the terms of the award. Based on 2019 financial results, approximately 110,936 of the 403,794 unearned shares will be forfeited in the first quarter of 2020.
The aggregate fair value of performance-based stock that vested during the years ended December 31, 2019, 2018, and 2017 was $3.4 million, $1.5 million, and $3.6 million, respectively. The weighted average grant date fair value per share of performance-based stock granted during 2018 and 2017 was $35.25 and $42.75, respectively.

F-36
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

Stock Options
Prior to 2014, the Company granted stock option awards to certain named executive officers. No stock option awards were granted in 2019, 2018, or 2017. The exercise prices of stock options are equal to the fair value of a share of common stock on the date of grant. Subject to acceleration under certain conditions, our stock options vest annually over four years. All stock options have a 10-year contractual term.
Stock option activity for the year ended December 31, 2019 was as follows:
 
Number
of
Options
(in thousands)
 
Weighted
Average
Exercise
Price
(in dollars)
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
(in millions)
Outstanding at December 31, 2018
154

 
$
30.52

 
2.5
 
$
3.2

Granted
—

 
 
 
 
 
 
Exercised
(48
)
 
$
25.97

 
 
 
$
1.6

Forfeited or expired
—

 
 
 
 
 
 
Outstanding at December 31, 2019 (1)
106

 
$
32.57

 
1.9
 
$
3.8

Exercisable at December 31, 2019
106

 
$
32.57

 
1.9
 
$
3.8

(1)
Of the 106,000 outstanding options, approximately 74,000 were granted under the 2004 Omnibus Stock Plan, and the remaining 32,000 options were granted under the 2012 Omnibus Incentive Plan.
The aggregate intrinsic value of options exercised during 2018 was $0.8 million. No options were exercised in 2017.
17. Income Taxes
On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (“2017 Tax Reform”), a tax reform bill which, among other items, reduced the corporate federal income tax rate from 35% to 21% and moved from a worldwide tax system to a territorial system. As a result of the enactment of this legislation during the fourth quarter of 2017, we estimated the remeasurement of our net deferred taxes based on the new lower tax rate, as well as provided for additional one-time income tax expense estimates primarily related to the transition tax on accumulated foreign earnings and elimination of foreign tax credits for dividends that are subject to the 100 percent exemption in our consolidated financial statements as of and for the year ended December 31, 2017. In 2017 and the first nine months of 2018, we recorded provisional amounts for certain enactment-date effects of 2017 Tax Reform by applying the guidance in Staff Accounting Bulletin (“SAB”) No. 118 because we had not yet completed our enactment-date accounting for these effects.
During the fourth quarter of 2018, we completed our accounting for all of the enactment-date income tax effects of 2017 Tax Reform. For the year ended December 31, 2018, we recorded tax expense of $2.2 million related to establishing a valuation allowance for foreign tax credits, a tax benefit of $0.6 million related to the U.S. federal return to provision adjustments for the remeasurement of our net deferred taxes based on the new lower rate and tax expense of $0.2 million related to withholding tax on outside basis differences due to our change in assertion for permanent reinvestment. These amounts are recorded as a component of income tax expense from continuing operations.
2017 Tax Reform subjects a US shareholder to tax on Global Intangible Low-Taxed Income (GILTI) earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred. We have elected to recognize the tax on GILTI as a period expense in the period the tax is incurred.

F-37
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

The income tax expense for continuing operations for the years ended December 31, 2019, 2018, and 2017 consists of the following: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Current:
 
 
 
 
 
Federal
$
125

 
$
(1,611
)
 
$
(635
)
State
2,014

 
286

 
545

Foreign
(422
)
 
1,885

 
2,040

Total current
1,717

 
560

 
1,950

Deferred:
 
 
 
 
 
Federal
7,467

 
9,742

 
(46,103
)
State
1,610

 
2,008

 
(6,576
)
Foreign
(282
)
 
(1,033
)
 
(1,270
)
Total deferred
8,795

 
10,717

 
(53,949
)
Income tax expense for continuing operations
$
10,512

 
$
11,277

 
$
(51,999
)

The components of income from continuing operations before taxes were as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
U.S.
$
53,898

 
$
17,025

 
$
(221,137
)
Foreign
(1,407
)
 
8,196

 
(1,367
)
Total
$
52,491

 
$
25,221

 
$
(222,504
)
 
A reconciliation of the U.S. statutory income tax rate to our effective tax rate for continuing operations is as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Percent of pretax income from continuing operations:
 
 
 
 
 
At U.S. statutory tax rate
21.0
 %
 
21.0
 %
 
35.0
 %
State income taxes, net of federal benefit
6.1

 
7.2

 
2.7

Disallowed executive compensation
2.0

 
2.5

 
—

Meals and entertainment
1.6

 
2.0

 
(0.3
)
Tax credits
(3.1
)
 
(1.4
)
 
0.2

Valuation allowance
(2.9
)
 
6.9

 
(0.2
)
Realized investment (gains) losses
(1.8
)
 
1.3

 
0.4

Net tax benefit related to “check-the-box” election
(1.4
)
 
—

 
1.2

Stock-based compensation
(1.1
)
 
4.9

 
(0.8
)
Foreign source income
(0.5
)
 
(1.7
)
 
0.1

Change in fair value of contingent consideration liabilities
—

 
2.4

 
—

Global intangible low-taxed income 
—

 
2.1

 
—

Transition tax on accumulated foreign earnings, net of credits
—

 
0.8

 
(0.3
)
U.S. federal rate change
—

 
(2.3
)
 
(3.4
)
Goodwill impairment charges
—

 
—

 
(10.2
)
Other
0.1

 
(1.0
)
 
(1.0
)
Effective income tax rate for continuing operations
20.0
 %
 
44.7
 %
 
23.4
 %

The effective tax rate for discontinued operations in 2019 was 26.0%, based on a tax benefit of $0.1 million and pretax loss from discontinued operations of $0.3 million, and was higher than the statutory tax rate primarily due to state income taxes. The effective tax rate for discontinued operations in 2018 was 26.7%, based on tax expense of $0.1 million and a pretax loss from discontinued operations of $0.4 million, and was higher than the statutory tax rate primarily due to state income taxes. The effective tax rate for discontinued operations in

F-38
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

2017 was 60.0%, based on tax expense of $0.6 million and a pretax income from discontinued operations of $1.0 million, and was higher than the statutory tax rate primarily due the settlement of foreign tax audits.
The net deferred tax liabilities for continuing operations at December 31, 2019 and 2018 consisted of the following: 
 
As of December 31,
 
2019
 
2018
Deferred tax assets:
 
 
 
Operating lease liabilities
$
20,541

 
$
—

Accrued payroll and other liabilities
12,289

 
6,737

Share-based compensation
6,970

 
6,150

Tax credits
465

 
3,548

Net operating loss carryforwards
280

 
2,247

Deferred lease incentives
—

 
4,100

Restructuring charge liability
—

 
639

Other
1,451

 
1,466

Total deferred tax assets
41,996

 
24,887

Valuation allowance
(1,016
)
 
(3,143
)
Net deferred tax assets
40,980

 
21,744

Deferred tax liabilities:
 
 
 
Intangibles and goodwill
(16,421
)
 
(6,665
)
Operating lease right-of-use assets
(14,675
)
 
—

Convertible debt investment
(5,608
)
 
(5,934
)
Software development costs
(4,496
)
 
(1,655
)
Property and equipment
(4,039
)
 
(3,604
)
Prepaid expenses
(2,183
)
 
(1,794
)
Other
(483
)
 
(671
)
Total deferred tax liabilities
(47,905
)
 
(20,323
)
Net deferred tax asset (liability) for continuing operations
$
(6,925
)
 
$
1,421

As of December 31, 2019 and 2018, we had valuation allowances of $1.0 million and $3.1 million, respectively, primarily due to uncertainties relating to the ability to realize deferred tax assets recorded for foreign losses and tax credits. The decrease in valuation allowances in 2019 primarily related to a decrease in the valuation allowance for foreign tax credits.
We have federal and state tax credit carryforwards of $0.5 million which will begin to expire in 2020, if not utilized. We also have foreign net operating losses of $0.3 million, which carryforward indefinitely. We have no federal or state net operating loss carryforwards as of December 31, 2019.
We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution.

F-39
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

A reconciliation of our beginning and ending amount of unrecognized tax benefits is as follows: 
 
 
Unrecognized Tax Benefits
Balance at January 1, 2017
 
$
3,340

Decrease due to lapse of statute of limitations
 
(2,410
)
Decrease based on tax positions related to prior years
 
(117
)
Balance at December 31, 2017
 
813

Additions based on tax positions related to prior years
 
115

Decrease due to lapse of statute of limitations
 
(28
)
Balance at December 31, 2018
 
900

Decrease due to settlements of prior year tax positions
 
(115
)
Decrease due to lapse of statute of limitations
 
(735
)
Balance at December 31, 2019
 
$
50


As of December 31, 2019, we had $0.1 million of unrecognized tax benefits which would affect the effective tax rate of continuing operations if recognized.
As of December 31, 2019 and 2018, we had less than $0.1 million and $0.1 million accrued for the potential payment of interest and penalties. Accrued interest and penalties are recorded as a component of provision for income taxes on our consolidated statement of operations.
We file income tax returns with federal, state, local and foreign jurisdictions. Tax years 2016 through 2018 are subject to future examinations by federal tax authorities. Tax years 2013 through 2018 are subject to future examinations by state and local tax authorities. Our foreign income tax filings are subject to future examinations by the local foreign tax authorities for tax years 2014 through 2018. Currently, we are not under audit by any tax authority.
18. Commitments, Contingencies and Guarantees
Lease Commitments
We lease office space, data centers and certain equipment under non-cancelable operating lease arrangements expiring on various dates through 2029, with various renewal options. Office facilities under operating leases include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of real estate taxes, insurance and operating expenses. See Note 5 "Leases" for additional information on our leases, including the remaining expected lease payments under our operating leases as of December 31, 2019.
Litigation
During the year ended December 31, 2019, we recorded a $0.4 million litigation loss accrual related to a legal claim that was subsequently settled during the first quarter of 2020. During the year ended December 31, 2018, we reached a settlement agreement related to Huron's claim in a class action lawsuit, resulting in a gain of $2.5 million. These items are recorded in litigation and other losses (gains), net on our consolidated statement of operations.
From time to time, we are involved in legal proceedings and litigation arising in the ordinary course of business. As of the date of this Annual Report on Form 10-K, we are not a party to any litigation or legal proceeding that, in the current opinion of management, could have a material adverse effect on our financial position or results of operations. However, due to the risks and uncertainties inherent in legal proceedings, actual results could differ from current expected results.
Guarantees
Guarantees in the form of letters of credit totaling $1.7 million and $1.6 million were outstanding at December 31, 2019 and 2018, respectively, primarily to support certain office lease obligations.
In connection with certain business acquisitions, we may be required to pay post-closing consideration to the sellers if specific financial performance targets are met over a number of years as specified in the related purchase agreements. As of December 31, 2019, the

F-40
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

estimated fair value of our outstanding contingent consideration liability was zero. As of December 31, 2018, the total estimated fair value of our contingent consideration liabilities was $11.4 million.
To the extent permitted by law, our bylaws and articles of incorporation require that we indemnify our officers and directors against judgments, fines and amounts paid in settlement, including attorneys’ fees, incurred in connection with civil or criminal action or proceedings, as it relates to their services to us if such person acted in good faith. Although there is no limit on the amount of indemnification, we may have recourse against our insurance carrier for certain payments made.
19. Segment Information
Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker, who is our chief executive officer, manages the business under three operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education.
•
Healthcare
Our Healthcare segment has a depth of expertise in financial and operational improvement, care transformation, culture and organizational excellence, strategy, and technology and analytics. We serve national and regional hospitals, integrated health systems, academic medical centers, community hospitals, and medical groups. Our solutions help clients evolve and adapt to the rapidly changing healthcare environment and achieve growth, optimize performance, enhance profitability, improve quality and clinical outcomes, align leaders, improve organizational culture, and drive physician, patient, and employee engagement across the enterprise to deliver better consumer outcomes.
We help organizations transform and innovate their delivery model to focus on patient wellness by improving quality outcomes, minimizing care variation and fundamentally improving patient and population health. Our consultants collaborate with clients to help build and sustain today’s business to invest in the future by reducing complexity, improving operational efficiency and growing market share. We enable the healthcare of the future by identifying, integrating and optimizing digital and technology investments to collect data that transforms care delivery and improves patient outcomes. We also develop future leaders capable of driving meaningful cultural and organizational change and who transform the consumer experience.
•
Business Advisory
Our Business Advisory segment provides services to large and middle market organizations, lending institutions, law firms, investment banks, private equity firms, and not-for-profit organizations, including higher education and healthcare institutions. We assist clients in a broad range of industries and across the spectrum from healthy, well-capitalized companies to organizations in transition, as well as creditors, equity owners, and other key constituents. Our Enterprise Solutions and Analytics experts advise, deliver, and optimize technology and analytic solutions that enable organizations to manage and optimize their financial performance, operational efficiency, and client or stakeholder experience. Our Business Advisory experts resolve complex business issues and enhance client enterprise value through a suite of services including capital advisory, transaction advisory, operational improvement, restructuring and turnaround, valuation, and dispute advisory. Our Strategy and Innovation professionals collaborate with clients across a range of industries to identify new growth opportunities, build new ventures and capabilities, and accelerate organizational change. Our Life Sciences professionals provide strategic solutions to help pharmaceutical, medical device, and biotechnology companies deliver more value to patients, payers, and providers, and comply with regulations.
•
Education
Our Education segment provides consulting and technology solutions to higher education institutions and academic medical centers. We collaborate with clients to address challenges relating to business and technology strategy, financial and operational excellence, student success, research administration, and regulatory compliance. Our research enterprise solutions assist clients in identifying and implementing institutional research strategy, optimizing clinical research operations, improving financial management and cost reimbursement, improving service to faculty, and mitigating risk compliance. Our technology strategy, enterprise applications, and analytic solutions transform and optimize operations, deliver time and cost savings, and enhance the student experience. Our institutional strategy, budgeting and financial management, and business operations align missions with business priorities, improve quality, and reduce costs institution-wide. Our student solutions improve attraction, retention and graduation rates, increase student satisfaction and help generate quality outcomes.

F-41
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

Segment operating income consists of the revenues generated by a segment, less the direct costs of revenue and selling, general and administrative expenses that are incurred directly by the segment. Unallocated corporate costs include costs related to administrative functions that are performed in a centralized manner that are not attributable to a particular segment. These administrative function costs include costs for corporate office support, office facility costs, costs relating to accounting and finance, human resources, legal, marketing, information technology, and company-wide business development functions, as well as costs related to overall corporate management. 
The tables below set forth information about our operating segments for the years ended December 31, 2019, 2018, and 2017, along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements. We do not present financial information by geographic area because our international operations are immaterial.  
 
Year Ended December 31,
 
2019
 
2018
 
2017
Healthcare:
 
 
 
 
 
Revenues
$
399,221

 
$
364,763

 
$
356,909

Operating income
$
125,724

 
$
108,060

 
$
118,761

Segment operating income as a percentage of segment revenues
31.5
%
 
29.6
%
 
33.3
%
Business Advisory:
 
 
 
 
 
Revenues
$
252,508

 
$
236,185

 
$
207,753

Operating income
$
49,695

 
$
50,625

 
$
46,600

Segment operating income as a percentage of segment revenues
19.7
%
 
21.4
%
 
22.4
%
Education:
 
 
 
 
 
Revenues
$
225,028

 
$
194,177

 
$
167,908

Operating income
$
55,741

 
$
48,243

 
$
40,318

Segment operating income as a percentage of segment revenues
24.8
%
 
24.8
%
 
24.0
%
Total Company:
 
 
 
 
 
Revenues
$
876,757

 
$
795,125

 
$
732,570

Reimbursable expenses
88,717

 
82,874

 
75,175

Total revenues and reimbursable expenses
$
965,474

 
$
877,999

 
$
807,745

 
 
 
 
 
 
Segment operating income
$
231,160

 
$
206,928

 
$
205,679

Items not allocated at the segment level:
 
 
 
 
 
Other operating expenses
140,285

 
122,276

 
120,718

Litigation and other losses (gains), net
(1,196
)
 
(2,019
)
 
1,111

Depreciation and amortization
28,365

 
34,575

 
38,213

Goodwill impairment charges (1)
—

 
—

 
253,093

Other expense, net
11,215

 
26,875

 
15,048

Income (loss) from continuing operations before taxes
$
52,491

 
$
25,221

 
$
(222,504
)

(1)
The goodwill impairment charges are not allocated at the segment level because the underlying goodwill asset is reflective of our corporate investment in the segments. We do not include the impact of goodwill impairment charges in our evaluation of segment performance.

F-42
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

 
 
As of December 31,
Segment Assets:
 
2019
 
2018
 
2017
Healthcare
 
$
73,019

 
$
65,133

 
$
70,097

Business Advisory
 
59,315

 
59,017

 
58,217

Education
 
38,881

 
26,990

 
31,367

Unallocated assets (1)
 
933,056

 
898,392

 
877,247

Total assets
 
$
1,104,271

 
$
1,049,532

 
$
1,036,928

(1)
Unallocated assets include goodwill and intangible assets and our long-term investments, as management does not evaluate these items at the segment level when assessing segment performance or allocating resources. Refer to Note 4 “Goodwill and Intangible Assets" and Note 13 "Fair Value of Financial Instruments" for further information on these assets.
The following table illustrates the disaggregation of revenues by billing arrangements, employee types, and timing of revenue recognition, including a reconciliation of the disaggregated revenues to revenues from our three operating segments for the year ended December 31, 2019 and 2018.
 
Year Ended December 31, 2019
 
Healthcare
 
Business Advisory
 
Education
 
Total
Billing Arrangements
 
 
 
 
 
 
 
Fixed-fee
$
249,479

 
$
100,635

 
$
51,826

 
$
401,940

Time and expense
55,204

 
139,610

 
154,893

 
349,707

Performance-based
71,051

 
6,856

 
—

 
77,907

Software support, maintenance and subscriptions
23,487

 
5,407

 
18,309

 
47,203

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
 
 
 
 
 
 
 
Employee Type (1)
 
 
 
 
 
 
 
Revenue generated by full-time billable consultants
$
280,915

 
$
243,350

 
$
195,844

 
$
720,109

Revenue generated by full-time equivalents
118,306

 
9,158

 
29,184

 
156,648

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Revenue recognized over time
$
390,884

 
$
252,508

 
$
223,673

 
$
867,065

Revenue recognized at a point in time
8,337

 
—

 
1,355

 
9,692

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757


F-43
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

 
Year Ended December 31, 2018
 
Healthcare
 
Business Advisory
 
Education
 
Total
Billing Arrangements
 
 
 
 
 
 
 
Fixed-fee
$
239,263

 
$
98,119

 
$
39,586

 
$
376,968

Time and expense
58,377

 
128,583

 
140,824

 
327,784

Performance-based
42,684

 
5,405

 
—

 
48,089

Software support, maintenance and subscriptions
24,439

 
4,078

 
13,767

 
42,284

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

 
 
 
 
 
 
 
 
Employee Type (1)
 
 
 
 
 
 
 
Revenue generated by full-time billable consultants
$
247,416

 
$
225,335

 
$
170,496

 
$
643,247

Revenue generated by full-time equivalents
117,347

 
10,850

 
23,681

 
151,878

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Revenue recognized over time
$
356,826

 
$
236,185

 
$
190,526

 
$
783,537

Revenue recognized at a point in time
7,937

 
—

 
3,651

 
11,588

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

(1)
Full-time billable consultants consist of our full-time professionals who provide consulting services to our clients and are billable to our clients based on the number of hours worked. Full-time equivalent professionals consist of our coaches and their support staff within our Culture and Organizational Excellence solution, consultants who work variable schedules as needed by our clients, employees who provide managed services in our Healthcare segment, and full-time employees who provide software support and maintenance services to our clients.
For the years ended December 31, 2019, 2018, and 2017, substantially all of our revenues and long-lived assets were attributed to or located in the United States.
At December 31, 2019 and 2018, no single client accounted for greater than 10% of our combined receivables and unbilled services balances. During the years ended December 31, 2019, 2018, and 2017, no single client generated greater than 10% of our consolidated revenues.
20. Valuation and Qualifying Accounts
The table below sets forth the changes in the carrying amount of our allowances for doubtful accounts and unbilled services and valuation allowance for deferred tax assets for the years ended December 31, 2019, 2018, and 2017.
 
Beginning
balance
 
Additions (1)
 
Deductions
 
Ending
balance
Year ended December 31, 2017:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
21,259

 
43,888

 
40,648

 
$
24,499

Valuation allowance for deferred tax assets
$
626

 
793

 
172

 
$
1,247

Year ended December 31, 2018:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
24,499

 
49,390

 
51,648

 
$
22,241

Valuation allowance for deferred tax assets
$
1,247

 
2,314

 
418

 
$
3,143

Year ended December 31, 2019:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
22,241

 
69,979

 
73,552

 
$
18,668

Valuation allowance for deferred tax assets
$
3,143

 
1

 
2,128

 
$
1,016

(1)
Additions to allowances for doubtful accounts and unbilled services are charged to revenues to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, the provision is charged to operating expenses. Additions also include allowances acquired in business acquisitions, which were not material in any period presented.

F-44
HURON CONSULTING GROUP INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Tabular amounts in thousands, except per share amounts)

21. Selected Quarterly Financial Data (Unaudited)
 
Quarter Ended
2019
Mar. 31
 
Jun. 30
 
Sep. 30
 
Dec. 31
Revenues
$
204,445

 
$
220,754

 
$
219,289

 
$
232,269

Reimbursable expenses
18,617

 
23,534

 
23,636

 
22,930

Total revenues and reimbursable expenses
223,062

 
244,288

 
242,925

 
255,199

Gross profit
65,496

 
77,832

 
75,158

 
77,315

Operating income
6,756

 
17,875

 
20,576

 
18,499

Net income from continuing operations
3,350

 
10,569

 
13,706

 
14,354

Loss from discontinued operations, net of tax
(46
)
 
(97
)
 
(52
)
 
(41
)
Net income
3,304

 
10,472

 
13,654

 
14,313

Net earnings per basic share:
 
 
 
 
 
 
 
Net income from continuing operations
$
0.15

 
$
0.48

 
$
0.62

 
$
0.65

Loss from discontinued operations, net of tax
—

 
—

 
—

 
—

Net income
$
0.15

 
$
0.48

 
$
0.62

 
$
0.65

Net earnings per diluted share:
 
 
 
 
 
 
 
Net income from continuing operations
$
0.15

 
$
0.47

 
$
0.61

 
$
0.63

Loss from discontinued operations, net of tax
—

 
—

 
—

 
—

Net income
$
0.15

 
$
0.47

 
$
0.61

 
$
0.63

Weighted average shares used in calculating earnings per share:
 
 
 
 
 
 
 
Basic
21,868

 
21,997

 
22,052

 
22,051

Diluted
22,311

 
22,400

 
22,561

 
22,676


 
Quarter Ended
2018
Mar. 31
 
Jun. 30
 
Sep. 30
 
Dec. 31
Revenues
$
193,679

 
$
197,544

 
$
198,448

 
$
205,454

Reimbursable expenses
17,619

 
20,733

 
21,296

 
23,226

Total revenues and reimbursable expenses
211,298

 
218,277

 
219,744

 
228,680

Gross profit
59,745

 
68,820

 
68,893

 
71,834

Operating income
2,322

 
19,138

 
13,561

 
17,075

Net income (loss) from continuing operations
(3,222
)
 
5,862

 
8,249

 
3,055

Income (loss) from discontinued operations, net of tax
(42
)
 
(490
)
 
228

 
6

Net income (loss)
(3,264
)
 
5,372

 
8,477

 
3,061

Net earnings (loss) per basic share:
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
(0.15
)
 
$
0.27

 
$
0.38

 
$
0.14

Income (loss) from discontinued operations, net of tax
—

 
(0.02
)
 
0.01

 
—

Net income (loss)
$
(0.15
)
 
$
0.25

 
$
0.39

 
$
0.14

Net earnings (loss) per diluted share:
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
(0.15
)
 
$
0.27

 
$
0.37

 
$
0.14

Income (loss) from discontinued operations, net of tax
—

 
(0.02
)
 
0.01

 
—

Net income (loss)
$
(0.15
)
 
$
0.25

 
$
0.38

 
$
0.14

Weighted average shares used in calculating earnings per share:
 
 
 
 
 
 
 
Basic
21,592

 
21,709

 
21,745

 
21,774

Diluted
21,592

 
21,918

 
22,110

 
22,294



F-45
 EX-4.2 2 hurn20191231exhibit42.htm EXHIBIT 4.2 Exhibit


Exhibit 4.2

Description of Huron Consulting Group Inc.’s Securities Registered Pursuant To Section 12 of the Securities Exchange Act Of 1934

The following description sets forth certain material terms and provisions of the securities of Huron Consulting Group Inc. (“we,” “us” or “our”) that are registered under Section 12 of the Securities Exchange Act of 1934, as amended. This description also summarizes relevant provisions of Delaware law. The following summary does not purport to be complete and is subject to, and is qualified in its entirety by, the provisions of our certificate of incorporation and bylaws, copies of which are incorporated by reference as an exhibit to the Annual Report on Form 10-K of which this Exhibit 4.2 is a part, and by the applicable provisions of Delaware law.

Our authorized capital stock consists of 500,000,000 shares of common stock, par value $0.01 per share; and 50,000,000 shares of preferred stock.

Our common stock is quoted on the NASDAQ Global Select Market under the symbol “HURN.”

Common Stock

Voting

The holders of our common stock are entitled to one vote for each share held of record on each matter submitted to a vote of stockholders, including the election of directors, and do not have any right to cumulate votes in the election of directors.

Dividends

Subject to the rights and preferences of the holders of any series of preferred stock which may at the time be outstanding, holders of our common stock are entitled to such dividends as our board of directors may declare out of funds legally available.

Liquidation Rights

In the event of any liquidation, dissolution or winding-up of our affairs, after payment of all of our debts and liabilities and subject to the rights and preferences of the holders of any series of our preferred stock, the holders of our common stock will be entitled to receive the distribution of any of our remaining assets.

Other Matters

Holders of our common stock have no conversion, preemptive or other subscription rights and there are no redemption rights or sinking fund provisions with respect to the common stock. All outstanding shares of our common stock are validly issued, fully paid and non-assessable.

Preferred Stock

Our certificate of incorporation authorizes our board, without any further stockholder action or approval, to issue preferred stock in one or more classes or series, to establish from time to time the number of shares to be included in each class or series and to fix the rights, preferences and privileges of the shares of each wholly unissued class or series and any of its qualifications, limitations or restrictions. Our board may authorize the issuance of preferred stock with voting or conversion rights that could adversely affect the voting power or other rights of the holders of our common stock.

Anti-Takeover Effects of Various Provisions of Our Certificate of Incorporation and Our Bylaws

Provisions of our certificate of incorporation and bylaws, which are summarized below, may be deemed to have an anti-takeover effect and may delay, defer or prevent a tender offer or takeover attempt that a stockholder might consider in such stockholder’s best interest, including those attempts that might result in a premium over the market price for the shares held by stockholders.

Classified Board of Directors

Our certificate of incorporation provides for a board of directors divided into three classes, with one class to be elected each year to serve for a three-year term. The provision for a classified board will have the effect of making it more difficult for stockholders to change the composition of our board.





Number of Directors; Removal for Cause; Filling Vacancies

Our certificate of incorporation and our bylaws provide that our board of directors will consist of not less than five nor more than fifteen members, the exact number of which will be fixed from time to time by our board.

Under the General Corporation Law of the State of Delaware, or the DGCL, unless otherwise provided in our certificate of incorporation, directors serving on a classified board may be removed by the stockholders only for cause. Our certificate of incorporation provides that directors may be removed from office at any time, but only for cause and only by the affirmative vote of the holders of at least two-thirds of the voting power of the issued and outstanding shares of our capital stock entitled to vote in an election of directors. Our certificate of incorporation and bylaws also provide that any newly created directorships on our board may be filled by a majority of the board then in office, provided that a quorum is present, and any other vacancy occurring on the board may be filled by a majority of the board then in office, even if less than a quorum, or by a sole remaining director. Any director elected in accordance with the preceding sentence will hold office for the remainder of the full term of the class of directors in which the new directorship was created or the vacancy occurred and until such director’s successor shall have been elected and qualified. No decrease in the number of directors constituting the board of directors shall have the effect of removing or shortening the term of any incumbent director.

The director removal and vacancy provisions will make it more difficult for a stockholder to remove incumbent directors and simultaneously gain control of the board by filling vacancies created by such removal with its own nominees.

Special Meetings of Stockholders

Our certificate of incorporation and bylaws deny stockholders the right to call a special meeting of stockholders. Our certificate of incorporation and bylaws provide that a special meeting of stockholders may be called only by a majority of our entire board of directors, the chairman of our board or our President.

Stockholder Action by Written Consent

Our certificate of incorporation requires all stockholder actions to be taken by a vote of the stockholders at an annual or special meeting, and denies the ability of stockholders to act by written consent without a meeting.

Third Amended and Restated Certificate of Incorporation and Bylaws

The DGCL provides generally that the affirmative vote of a majority of the outstanding shares entitled to vote is required to amend or repeal a corporation’s certificate of incorporation or bylaws, unless the certificate of incorporation requires a greater percentage. Our certificate of incorporation generally requires the approval of the holders of at least two-thirds of the voting power of the issued and outstanding shares of our capital stock entitled to vote in connection with the election of directors to amend any provisions of our certificate of incorporation. Our certificate of incorporation and bylaws provide that the holders of at least two-thirds of the voting power of the issued and outstanding shares of our capital stock entitled to vote in connection with the election of directors have the power to amend or repeal our bylaws. In addition, our certificate of incorporation grants our board of directors the authority to amend and repeal our bylaws without a stockholder vote in any manner not inconsistent with the laws of the State of Delaware or our certificate of incorporation.

Limitations on Liability and Indemnification of Directors and Officers

We have adopted provisions in our certificate of incorporation that limit or eliminate the personal liability of our directors to the maximum extent permitted by the DGCL. The DGCL expressly permits a corporation to provide that its directors will not be liable for monetary damages for a breach of their fiduciary duties as directors, except for liability:

•
for any breach of the director’s duty of loyalty to us or our stockholders;
•
for any act or omission not in good faith or that involves intentional misconduct or a knowing violation of law;
•
under Section 174 of the DGCL (relating to unlawful stock repurchases, redemptions or other distributions or payment of dividends); or
•
for any transaction from which the director derived an improper personal benefit.

These limitations of liability do not generally affect the availability of equitable remedies such as injunctive relief or rescission. Our certificate of incorporation and bylaws also authorize us to indemnify our officers, directors and other agents to the fullest extent permitted under the DGCL and we may advance expenses to our directors, officers and employees in connection with a legal proceeding, subject to limited exceptions.

As permitted by the DGCL, our certificate of incorporation and bylaws provide that:





•
we must indemnify our board members and officers to the fullest extent permitted by the DGCL, subject to limited exceptions; and
•
we may purchase and maintain insurance on behalf of our current or former board members, officers, employees or agents against any liability asserted against them and incurred by them in any such capacity, or arising out of their status as such.

We may enter into separate indemnification agreements with each of our board members and officers that may be broader than the specific indemnification provisions contained in the DGCL. These indemnification agreements may require us, among other things, to indemnify our board members and officers against liabilities that may arise by reason of their status or service as board members and officers, other than liabilities arising from willful misconduct. These indemnification agreements may also require us to advance any expenses incurred by the board members and officers as a result of any proceeding against them as to which they could be indemnified and to obtain directors’ and officers’ insurance if available on reasonable terms.

The limited liability and indemnification provisions in our certificate of incorporation and bylaws and in any indemnification agreements we enter into may discourage stockholders from bringing a lawsuit against our board members for breach of their fiduciary duties and may reduce the likelihood of derivative litigation against our board members and officers, even though a derivative action, if successful, might otherwise benefit us and our stockholders.



 EX-10.13 3 hurnexhibit1013-fifthamend.htm EXHIBIT 10.13 Exhibit


Exhibit 10.13
FIFTH AMENDMENT TO LEASE

THIS FIFTH AMENDMENT TO LEASE (this "Fifth Amendment") is made effective as of December 1, 2013 (the "Effective Date"), by and between UNION TOWER, LLC, a Delaware limited liability company ("Landlord") and HURON CONSULTING SERVICES LLC, a Delaware limited liability company, successor by assignment to HURON CONSULTING GROUP LLC ("Tenant"). The 10th/11th Floor Premises (as defined herein) shall be deemed leased as of such Effective Date, but delivery shall only be required as provided herein.
WITNESSETH

A.Landlord and Tenant's predecessor in interest entered into that certain Office Lease dated December, 2003 (the "Original Lease"), as amended by that certain First Amendment to Lease dated as of August 23, 2004 (the "First Amendment"), and by that certain Second Amendment to Lease dated May 14, 2007 (the "Second Amendment"), and by that certain Third Amendment to Lease dated April 2, 2010 (the "Third Amendment"), and by that certain Fourth Amendment to Lease dated December 31, 2012 (the "Fourth Amendment") together with the Original Lease, the First Amendment, the Second Amendment, the Third Amendment, and the Fourth Amendment, the "Amended Lease"), whereby Landlord leased to Tenant certain premises consisting of a total of 129,395 square feet of rentable area (the "Existing Premises"), consisting of the entire fourth, fifth, eighth, ninth, sixteenth, and seventeenth floors, each of which contain 20,667 square feet of rentable area, together with 5,393 square feet of rentable area on the third floor, all in that certain office building known as Union Tower, located at 550 West Van Buren Street, Chicago, Illinois (the "Building").

B.    Landlord and Tenant now desire to amend the Amended Lease to modify the Premises and Rent, to further expand the Premises, and to amend the Amended Lease in certain other respects.

NOW, THEREFORE, in consideration of the foregoing recitals, which are hereby incorporated into the Amended Lease, and for other good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, it is hereby agreed as follows:

1.Defined Terms. All defined terms used herein shall have the same meanings as are ascribed to such defined terms in the Amended Lease, except as otherwise specifically provided herein. As used herein and in the Amended Lease the term "Lease" shall mean the Amended Lease as modified by this Fifth Amendment.

2.Modification of Premises and Tenant's Pro Rata Share.

(a)Addition of Tenth Floor Space to Premises. Effective as of March 1, 2014 (the "10th Floor Commencement Date"), (i) the tenth floor of the Building, containing 20,667 square feet of rentable area (the "10th Floor Premises") shall be added to the Premises, as defined in the Lease, (ii) the Premises shall consist of 150,062 square feet of rentable area in the aggregate, (iii) the 10th Floor Premises shall be deemed to be included in all references in the Lease to "Premises", and (iv) Tenant's Pro Rata Share shall be amended to be 45.1167%.




(b)Addition of Eleventh Floor Space to Premises. Effective as of January 1, 2015 (the "11th Floor Commencement Date"), (i) Suite 1100 on the 11th floor of the Premises, containing 9,850 square feet of rentable area (the "11th Floor Premises" and collectively, with the 10th floor Premises, the "10th/11th Floor Premises") shall be added to the Premises, as defined in the Lease, (ii) the Premises shall consist of 159,912 square feet of rentable area in the aggregate, (iii) the 11th Floor Premises shall be deemed to be included in all references in the Lease to "Premises", and (iv)Tenant's Pro Rata Share shall be amended to be 48.0782%.

(c)Replacement Exhibit A. The 10th/11th Floor Premises are depicted on Exhibit A attached hereto.

(d)Possession. Landlord shall deliver possession of the 10th Floor Premises to Tenant in broom clean condition on the later of (i) December 1, 2013, or (ii) the date of Landlord's receipt of fully executed versions of this Fifth Amendment and the Consent of Guarantor attached hereto. Landlord shall deliver possession of the 11th Floor Premises to Tenant in broom clean condition on the 11th Floor Commencement Date, provided, however, at Tenant's option effective thirty (30) days after prior written notice to Landlord, Tenant may elect to take possession of the 11th Floor Premises at any time on or after September 1, 2014. Any possession of the 10th Floor Premises prior to the 10th Floor Commencement Date or of the 11th Floor Premises prior to the 11th Floor Commencement Date shall be deemed to be upon all the terms, covenants, conditions, and provisions of the Lease, subject to the provisions of Paragraph 7 below with respect to Abated Rent. In addition to the Abated Rent as provided in Paragraph 7 below, Tenant shall be entitled to an abatement of Base Rent and of Tenant's Pro Rata Share of Taxes and Operating Expenses for (a) any early possession of the 10th Floor Premises prior to the 10th Floor Commencement Date and (b) any early possession of the 11th Floor Premises prior to the 11th Floor Commencement Date, but all other costs and charges specified in the Lease shall remain as due and payable pursuant to the provisions of the Lease.

3.Deletion of Expansion Option and Reaffirmation of Extension Option. Section 9 of the Fourth Amendment entitled "Expansion Option" is hereby deleted and shall have no further force or effect. The Extension Option set forth in the Fourth Amendment shall remain in full force and effect and shall apply to the Premises, as enlarged to include the 10th Floor Premises and the 11th Floor Premises.

4.Base Rent.

(a)    10th/11th Floor Space. Effective as of March 1, 2014, the Base Rent for the 10th Floor Premises shall be $16.50 per square foot of rentable area escalating by $.50 per square foot of rentable area on each January 1 thereafter. Effective January 1, 2015, the Base Rent for the 11th Floor Premises shall be $17.25 per square foot of rentable area escalating by $.50 per square foot of rentable area on each January 1 thereafter.

(b)     Entire Premises. Notwithstanding anything in the Lease to the contrary, the parties hereby confirm that the schedule of Base Rent




payable with respect to the Premises, from and after the Effective Date through and including September 30, 2024, after all rent abatements set forth in Section 7 herein and in previous amendments to the Original Lease, but excluding any space added in the future in excess of the 159,912 square feet of rentable area described herein, shall be as provided in Exhibit B hereto, provided, however, such Base Rent shall be subject to further adjustment if Tenant elects to apply certain amounts from the Existing Allowance (defined herein) to Base Rent as permitted by the terms of the Fourth Amendment.

5.Condition of Premises. Tenant shall accept the 0th Floor Premises in "as-is, where-is" condition on the 10th Floor Commencement Date. Tenant shall accept the 11th Floor Premises in "as-is, where-is" condition on the 11th Floor Commencement Date. No promise of Landlord to alter, remodel or improve the 10th/11th Floor Premises, the Premises or the Building and no representation respecting the condition of the 10th/11th Floor Premises, the Premises, or the Building has been made by Landlord to Tenant other than as expressly set forth in this Fifth Amendment.

6.Allowance and Tenant Improvements. Landlord shall give Tenant a total aggregate allowance (the "10th/11th Floor Allowance") of $1,680,852.50 ($57.50/rsf for the 20,667 square feet of rentable area in the 10th Floor Premises and $50.00/rsf for the 9,850 square feet of rentable area in the 11th Floor Premises) as a credit towards the cost of performing certain improvements in the Premises and/or 10th/11th Floor Premises, including but not limited to hard construction costs, soft costs, permit fees, moving costs, telephone cabling costs, specialty consulting fees, the cost of architectural drawings, MEP drawings, general conditions, overhead and profit of the general contractor and subcontractors, and the cost of wiring, furniture, fixtures and equipment for the Premises, as more particularly described in that certain Work Letter (the "Work Letter") attached hereto and made a part hereof as Exhibit C and defined therein as the "Work". The 10th/11th Floor Allowance described in this Section 6 shall be in addition to and separate from the $3,958,220.00 Allowance described in Section 6 of the Fourth Amendment (sometimes referred to herein as the "Existing Allowance"). Landlord shall not be obligated to fund the 10th/11th Floor Allowance prior to the following dates: $1,188,352.50 no earlier than December 1, 2013, and the remaining $492,500.00 no earlier than September 1, 2014. The 1Oth/11th Floor Allowance shall be paid upon receipt of lien waivers, invoices and other documentation reasonably requested by Landlord, as provided in the Work Letter. All work to be performed by Tenant in the Premises shall be performed in a good and workmanlike manner in accordance with the Lease and the Work Letter. $1,188,352.50 of the 10th/11th Floor Allowance must be used on or before December 31, 2015, and the remaining $492,500.00 of the 10th/11th Floor Allowance must be used on or before December 31, 2016, or it will no longer be available to Tenant.

7.Rent Abatement. Notwithstanding anything in Section 4 or elsewhere to the contrary herein, so long as Tenant is not in default under the Lease after expiration of all applicable cure periods, Tenant shall be entitled to an abatement of Base Rent and of Tenant's Pro Rata Share of Taxes and Operating facpenses (collectively, the "Abated Rent") as follows: (i) for the 10th Floor Premises, from the 10th Floor Commencement Date through and including December 31, 2014, and (ii) for the 11th Floor Premises, from the 11th Floor




Commencement Date through and including September 30, 2015 (the "Rent Abatement Period"). During the Rent Abatement Period, only Base Rent and Tenant's Pro Rata Share of Taxes and Operating Expenses shall be abated, and all other costs and charges specified in the Lease shall remain as due and payable pursuant to the provisions of the Lease.

8.Amendment of Right of First Offer. Section 8 of the Fourth Amendment is hereby amended as of the Effective Date to provide that "Offer Space" as used in Section 8 shall include only space either on the eleventh floor, or space containing at least 8,000 square feet of contiguous rentable area on other floors, but excluding any lease, renewal, extension, option, and/or renewal with respect to the fifteenth floor or any portion thereof by or with Crump Insurance Services, Inc., CRC Insurance Services, Inc. and/or their respective affiliates,-successors and/or assigns (collectively, "Crump"), provided, however, if at any time the space occupied by Crump becomes available due to a termination or expiration of the then-existing Crump lease or otherwise, Tenant's Right of First Offer shall be reinstated with respect to such space. Further, Tenant's Right of First Offer is subject to those existing tenant rights listed on updated Exhibit D hereto, which shall replace Exhibit C attached to the Fourth Amendment.

9.Amendment of Right To Terminate. The definition of "Lease Costs" in Section 10 of the Fourth Amendment is hereby amended to provide as follows:

““Lease Costs” shall be the sum of all of the following amounts (i) all leasing commissions relatedto the Fourth Amendment, this Fifth Amendment and any and all additional space now or hereafter added to the Premises after the Effective Date of the Fourth Amendment, including without limitation any Offer Space, (ii) the 10th/11th Floor Allowance, the Existing Allowance, and all other tenant improvement allowances paid after the Effective Date of the Fourth Amendment, including without limitation, those paid in connection with any Offer Space, and/or other space leased by Tenant hereunder (if any), (iii) the amount of all Abated Rent and other rent concessions granted pursuant to the terms of the Fourth Amendment (whether applicable to periods before or after the Effective Date of the Fourth Amendment), this Fifth Amendment and all further Lease amendments executed after the Effective Date, (iv) rent loss incurred (net of sublease income from CRC Insurance Services, Inc.) by Landlord's removal of Suite 1520 from the Premises when and as provided in the Fourth Amendment, and (v) Base Rent and of Tenant's Pro Rata Share of Taxes and Operating Expenses for the entire Premises for a two (2) month period, at the rate in effect as of the Termination Date. There shall be no duplication of costs included in Lease Costs, and Lease Costs shall be deemed to be "amortized" only to the extent of Base Rent actually received by Landlord with respect to the applicable space."”

10.Security Deposit.

(a)    Amount. Notwithstanding anything contained in the Lease to the contrary, Landlord and Tenant agree that, effective as of January 1, 2014, the Security Deposit described in Section 35 of the Lease shall be increased to Eight Hundred Thousand and 00/l00ths Dollars ($800,000.00), through the remainder of the Term, subject to further




increase if the size of the Premises is increased after the date hereof by exercise of Tenant's Right of First Offer, in accordance with the terms stated in the Offer Notice.

(b)    Solvency of Letter of Credit Issuer. ff the Security Deposit is in the form of a letter of credit, and during the Term of this Lease, the issuer of the letter of credit either: (1) fails to maintain a rating of at least AA- S&P or a Aa3 Moody's (the "Required Rating"), or (2) is declared insolvent by the FDIC, then Landlord shall be entitled to require that the letter of credit be re-issued (within fifteen (15) business days following Landlord's delivery of a written demand for re-issuance, provided that in any event such re-issuance must occur prior to any declaration of insolvency) by a financial institution with the Required Rating and delivered to Landlord, or replaced with cash by Tenant; and if Tenant fails to do so within such fifteen (15) business day period after notice from Landlord, Landlord may immediately draw the full amount of the letter of credit. All costs for the issuance (or reissuance as required by Landlord in the event of Landlord's sale of the Property) of said letter of credit shall be paid by Tenant. In the event that the letter of credit is re-issued or Tenant replaces the letter of credit with cash, Landlord shall promptly return the original letter of credit to Tenant.

11.Broker. Tenant and Landlord each represents to the other party that except for U.S. Equities Asset Management and Jones Lang LaSalle Midwest, LLC (whose commissions, if any, shall be paid by Landlord, pursuant to separate agreement), Landlord and Tenant have not dealt with any real estate broker, salesperson or finder in connection with this Fifth Amendment, and no other such person initiated or participated in the negotiation of this Fifth Amendment or is entitled to any commission in connection herewith. Tenant hereby agrees to indemnify, defend and hold Landlord, its property manager and their respective employees harmless from and against any and all liabilities, claims, demands, actions, damages, costs and expenses (including attorneys' fees) arising from either (i) a claim for a fee or commission made by any broker, other than the Brokers, claiming to have acted by or on behalf of Tenant in connection with this Fifth Amendment, or (ii) a claim of, or right to, lien under the Statutes of Illinois relating to real estate broker liens with respect to any such broker retained by Tenant. Landlord hereby agrees to indemnify, defend, and hold Tenant and its employees harmless from and against any and all liabilities, claims, demands, actions, damages, costs, and expenses (including attorneys' fees) arising from either (i) a claim for a fee or commission made by any broker, other than the Brokers, claiming to have acted by or on behalf of Landlord in connection with this Fifth Amendment, or (ii) a claim of, or right to, lien under the Statutes of Illinois relating to real estate broker liens with respect to any such broker retained by Landlord.

12.Energy and Environmental Initiatives. Tenant shall reasonably cooperate with Landlord in any commercially reasonable programs in which Landlord may elect to participate relating to the Building's (i) energy efficiency, management, and conservation; (ii) water conservation and management; (iii) environmental standards and efficiency; (iv) recycling and reduction programs; and/or (v) safety, which participation may include, without limitation, the Leadership in Energy and Environmental Design (LEED) program and related Green Building Rating System promoted by the U.S. Green Building Council, as




well as the Energy Star program promoted by the U.S. Environmental Protection Agency and the U.S. Department of Energy. All carbon tax credits and similar credits, offsets and deductions are the sole and exclusive property of Landlord.

13.Submission. Submission of this Fifth Amendment by Landlord or Landlord's agent, or their respective agents or representatives, to Tenant for examination and/or execution shall not in any manner bind Landlord and no obligations on Landlord shall arise under this Fifth Amendment unless and until this Fifth Amendment is fully signed and delivered by Landlord and Tenant. It is further understood that this Fifth Amendment is subject to: (i) review and approval by Landlord of Tenant's current financial condition; and (ii) review and approval of this proposed Fifth Amendment by Landlord's Investment Committee. provided, however, the execution and delivery by Tenant of this Fifth Amendment to Landlord or Landlord's agent, or their respective agents or representatives, shall constitute an irrevocable offer by Tenant to amend the Lease on the terms and conditions herein contained, which offer may not be revoked for five (5) business days after such delivery.

14.Binding Effect. The Lease, as hereby amended, shall continue in full force and effect, subject to the terms and provisions thereof and hereof. This Fifth Amendment shall be binding upon and inure to the benefit of Landlord, Tenant and their respective successors and permitted assigns.

15.Exculpatory Clause.

(a)Landlord. It is expressly understood and agreed by and between the parties hereto, anything in the contrary notwithstanding, that each and all of the representations, warranties, covenants, undertakings, indemnities and agreements herein made on the part of Landlord, are made and intended, not with the intention of binding Landlord personally or the assets of Landlord, but are made and intended for the purpose of subjecting only Landlord's interest in the Real Property, Premises and the Building, as the same may from time to time be encumbered, to the terms of the Lease and for no other purpose whatsoever. No personal liability shall at any time be asserted or enforceable against Landlord or its stockholders, officers, employees or partners or their respective heirs, legal representatives, successors and assigns on account of the Lease or on account of any representation, warranty, covenant, undertaking, indemnity or agreement of Landlord or Tenant, as applicable in the Lease. All such personal liability of Landlord, if any, is expressly waived and released by Tenant and by all persons claiming by, through or under Tenant.

(b)Tenant.     It is expressly understood and agreed by and between the parties hereto, anything herein to the contrary notwithstanding, Tenant's individual stockholders, officers, employees and partners shall have no personal liability to Landlord on account of the Lease for the obligations of Tenant hereunder, except to the extent, if any, that such obligations may affect the value of any ownership interest such person may have in Tenant. Tenant's liabilities under the Lease shall be satisfied solely from Tenant's assets and any security deposit or other guaranty or collateral expressly provided by Tenant. Nothing herein is intended, however, to release any individual from liability for its own separate acts or omissions apart from the obligations of Tenant under the




Lease, and nothing shall be deemed to release Tenant from personal liability hereunder.

16.Conflict. In the event of any conflict between the terms of the Amended Lease and the terms of this Fifth Amendment, the terms of this Fifth Amendment shall control.

17.Governing Law. Interpretation of this Fifth Amendment shall be governed by the laws of the State of Illinois.

18.Guaranty. As a condition precedent to Landlord's execution of this Fifth Amendment, Huron Consulting Group, Inc., a Delaware corporation, shall execute the Consent of Guarantor following the signature pages of the parties hereto, confirming that the Guaranty shall apply to the Lease as amended by this Fifth Amendment and shall remain in full force and effect throughout the Term.




IN WITNESS WHEREOF, this Fifth Amendment is executed as of the day and year aforesaid.

LANDLORD:

UNION TOWER, LLC,
a Delaware limited liability company

By: UNION TOWER II, LLC, a Delaware limited liability company, its sole member
By: PRINCIPAL LIFE INSURANCE COMPANY, an Iowa corporation, its member, solely for its Principal U.S. Property Separate Account, formerly known as Principal Life Insurance Company, an Iowa corporation, for its Real Estate Separate Account

By: PRINCIPAL REAL ESTATE
INVESTORS, LLC, a Delaware limited liability company, its authorized signatory

                            
By:
/s/ Brian Sandfort
Name:
Brian K. Sandfort
Title:
Managing Director, Asset Management
Date:
 

                            
By:
/s/ Katherine Gibbons
Name:
Katherine Gibbons
Title:
Investment Director
Date:
12/10/13


TENANT:

HURON CONSUTLING SERVICES LLC,
a Delaware limited liability company

                            
By:
/s/ C. Mark Hussey
Name:
C. Mark Hussey
Title:
EVP, CFO & Treasurer






CONSENT AND AGREEMENT OF GUARANTOR


The undersigned Guarantor executed a Guaranty dated as of December 31, 2012 (the "Guaranty ") guaranteeing to Landlord, the payment and performance of all obligations of Tenant under the Lease. Guarantor hereby consents and agrees to the modifications and all other matters contained in the forgoing Fifth Amendment. The Guaranty shall continue to be in full force and effect and shall remain unaffected and unchanged except as amended and modified to include the Fifth Amendment. The Guaranty is hereby ratified and reaffirmed, and Guarantor specifically acknowledges the continuing validity and enforceability thereof.

GUARANTOR:
HURON CONSULTING GROUP, INC.,
a Delaware corporation

    
                                
By:
/s/ C. Mark Hussey
Its:
EVP, CFO & Treasurer







EXHIBIT A

THE INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.






EXHIBIT B

BASE RENT SCHEDULE FOR ENTIRE PREMISES FROM AND AFTER 12/1/2013


a5thamendmentrentschedule.jpg





EXHIBIT C

WORK LETTER

This Work Letter ("Work Letter") is a part of that certain Fifth Amendment to Lease between HURON CONSULTING SERVICES, LLC, a Delaware limited liability company, as successor by assignment to HURON CONSULTING GROUP LLC, a Delaware limited liability company, as “Tenant” and UNION TOWER LLC, a Delaware limited liability company, as “Landlord”, relating to certain Premises as defined and more fully identified at the building located at 550 West Van Buren Street, Chicago, Illinois (the "Building"). Capitalized terms used herein, unless otherwise defined in this Work Letter, shall have the respective meanings ascribed to them in the Lease, as amended by the Fifth Amendment. This Work Letter is incorporated by referenced into the Lease and made a part thereof.

For and in consideration of the agreement to lease the Premises and the mutual covenants contained herein and in the Lease, Landlord and Tenant hereby agree as follows:

1. WORK. Tenant, at its sole cost and expense, shall perform, or cause to be performed, the work and all other tenant improvements (collectively, the “Work”) in the Premises provided for in the Approved Plans and Budget (as defined in Paragraph 2 hereof). Subject to Tenant's satisfaction of the conditions specified in this Work Letter, Tenant shall be entitled to the 10th/11th Floor Allowance (as defined in the Fifth Amendment).

2. PRE-CONSTRUCTION ACTIVITIES.

(a)On or before the commencement of the Work, Tenant shall submit the Plans (as hereinafter defined) for the Work, which Plans shall be subject to Landlord's approval which will not be unreasonably withheld, conditioned or delayed. Prior to commencement of the Work, Tenant shall submit the following information and items to Landlord for Landlord's review and approval, which will not be unreasonably withheld, conditioned or delayed:

(i)A budget (the "Budget") and an itemized statement of estimated construction and other costs (as such figure may be revised from time to time, the "Cost" or "Costs"), including all fees for permits and architectural and engineering fees and a reasonable contingency reserve. Such Budget and Cost amounts shall be revised as is reasonably necessary to reflect actual costs due to change orders, as shown in contracts, or for other reasons during the progress of the Work.

(ii)The names and addresses of Tenant's contractors (and said contractor's subcontractors) and materialmen to be engaged by Tenant for the Work (individually, a "Tenant Contractor," and collectively, "Tenant's Contractors"). Each of Tenant's Contractors shall be subject to the prior written approval of Landlord, which approval shall not be unreasonably




withheld, conditioned or delayed. If such contractor complies with Landlord's reasonable criteria and is duly qualified to perform the Work, Landlord shall approve such contractor. Landlord may, at its election, provide a list of approved contractors for performance of those portions of work involving electrical, mechanical, plumbing, heating, air conditioning or life safety systems, from which Tenant may select its contractors or subcontractors for such designated portions of work and such contractors or subcontractors will be included in Tenant's bid process.

(iii)Certified copies of insurance policies or certificates of insurance as hereinafter described. Tenant shall not permit Tenant's Contractors to commence work until the required insurance has been obtained and certified copies of policies or certificates have been delivered to Landlord.

Tenant will update such information and items by notice to Landlord of any changes thereto.

(b)    As used herein the term "Approved Plans" shall mean the Plans (as hereinafter defined), as and when approved in writing by Landlord. As used herein, the term "Plans" shall mean the full and detailed architectural and engineering plans and specifications covering the Work (including, without limitation, architectural, structural, mechanical, electrical, plumbing, HVAC, and life safety work and all other items for which the 10th/11th Floor Allowance is to be used and all architectural, mechanical and electrical working drawings for such Work). The Plans shall be subject to Landlord's reasonable approval as provided herein, which approval shall not be unreasonably withheld, conditioned or delayed, and to the approval of all local governmental authorities requiring approval of the Work and/or the Approved Plans. Landlord shall respond to Tenant's submission of the Plans (giving detailed reasons in case of disapproval) within seven (7) business days after their delivery to Landlord. Landlord agrees not to unreasonably withhold, condition or delay its approval of said Plans; provided, however, that Landlord shall not be deemed to have acted unreasonably if it withholds it approval of the Plans because, in Landlord's reasonable opinion: the Work as shown in the Plans is substantially likely to adversely affect Building systems, the structure of the Building or the safety of the Building and/or its occupants; the Work as shown on the Plans is reasonably likely to impair Landlord's ability to furnish services to Tenant or other tenants; the Work would increase the cost of operating the Building; the Work would violate any Laws (or interpretations thereof); the Work is not in accordance with then-current Building standards; the Work contains or uses hazardous or toxic materials or substances; the Work would adversely affect the appearance of the Building outside of the Premises; or the Work has a reasonable likelihood of adversely affecting another tenant's premises. The foregoing reasons, however, shall not be exclusive of the reasons for which Landlord may withhold consent, whether or not such other reasons an similar or dissimilar to the foregoing. If Landlord notifies Tenant that changes are required to the final Plans submitted by Tenant, Tenant shall prior to commencement of any Work, submit to Landlord, for its approval, the Plans amended in accordance with the changes so required. Landlord




shall respond to Tenant's submission of such amended Plans within three (3) business days of receipt, it being agreed that Landlord's approval thereto shall be limited to those items to which Landlord had objected pursuant to the prior submission of the Plans. Such procedure for review with respect to any further objections to the Plans by Landlord shall continue until the Plans are finally approved by Landlord. If Landlord fails to respond to any request for approval of Plans within the time period provided herein, Tenant shall send a further notice to Landlord with the following typed in bold face type in a clearly visible location on the outside of the notice: "THIS CONTAINS PLANS SUBMITTED TO LANDLORD PURSUANT TO A LEASE. LANDLORD'S FAILURE TO RESPOND IN WRITING WITHIN THREE (3) BUSINESS DAYS SHALL BE DEEMED TO CONSTITUTE LANDLORD'S APPROVAL OF SUCH PLANS." If Landlord fails to respond within three (3) business days after receipt of such second notice, Landlord shall be deemed to have approved the Plans as submitted. The Plans shall also be revised, the Work shall be changed, all at Tenant’s cost and expense (but payable from the 10th/11th Floor Allowance), to incorporate any work required in the Premises by any local governmental field inspector. Landlord's approval of the Plans shall in no way be deemed to be (i) an acceptance or approval of any element therein contained which is in violation of any applicable Laws, or (ii) an assurance that work done pursuant to the Approved Plans will comply with all applicable Laws (or with the interpretations thereof) or satisfy Tenant's objectives and needs.

(c)    No demolition or Work shall be undertaken or commenced by Tenant in the Premises being delivered to Tenant until (i) Tenant has delivered, and Landlord has approved, all items set forth in Paragraph 2(a) above, and (ii) all necessary building permits have been applied for and obtained by Tenant, and copies of all of such permits have been delivered to Landlord. Notwithstanding the foregoing or anything to the contrary in this Work Letter, Tenant shall have the right to secure a separate permit for demolishing work (the "Demolishing Work") prior to obtaining the applicable building permits and shall be entitled to commence such Demolishing Work upon receipt of the applicable permit (without waiting for such subsequent permits); provided, however, notwithstanding anything to the contrary contained herein, Tenant shall be required to submit full and detailed plans and drawings covering the Demolishing Work (the "Demolition Drawings") to Landlord for Landlord's approval (which process for approval shall follow the procedure set forth in Section 2(b) herein for Approved Plans) prior to commencing any such Demolishing Work.

3. CHARGES AND FEES. Tenant shall pay Landlord a supervisory fee in an amount equal to - 0 -- percent (0%) of the total costs of the materials and labor for the Work (and all change orders with respect thereto), to defray Landlord's administrative and overhead expenses incurred to review the Plans and coordinate with Tenant's on-site project manager the staging and progress of the Work. Notwithstanding the forgoing, if the Work as described in the Plans would have any effect on Building systems or structure, Landlord shall be permitted to submit the Plans to the Building's MEP engineer or other third party consultant for review, and Tenant shall be responsible for the reasonable, out of pocket costs incurred by Landlord for such review (the "Consultant




Fee").

4. CHANGE ORDERS. All changes to the Approved Plans requested by Tenant must be approved by Landlord in advance of the implementation of such changes as part of the Work which approval shall not be unreasonably withheld, conditioned or delayed. Landlord shall review all requested changes within two (2) business days after their delivery to Landlord, provided, however, in the event of extensive changes, such time period shall be extended to a length of time which is reasonable under the circumstances not to exceed five (5) business days. All delays caused by Tenant-initiated change orders, including, without limitation, any stoppage of work during the change order review process, are solely the responsibility of Tenant and shall cause no delay in the payment of Rent and other obligations therein set forth. All increases in the cost of the Work resulting from such change orders shall (subject to Paragraph 7 below) be borne by Tenant. Notwithstanding the foregoing, insubstantial and non-structural "field" changes of the type not customarily the subject of change orders and which do not affect any Building systems shall not require Landlord's prior written consent.

5. STANDARDS OF DESIGNAND CONSTRUCTION AND CONDITIONS OF TENANT'S PERFORMANCE. All work done in or upon the Premises by Tenant shall be done according to the standards set forth in this Paragraph 5, except as the same may be modified in the Approved Plans approved by or on behalf of Landlord and Tenant.

(a)Tenant's Approved Plans and all design and construction of the Work shall comply with all applicable statutes, ordinances, regulations, laws, codes and industry standards, including, but not limited to, reasonable requirements of Landlord's fire insurance underwriters and the Americans with Disabilities Act of 1990 (42 U.S.C. §12101 et. seq.), as amended.

(b)Tenant shall, at its own cost and expense (but payable from the 10th/11th Floor Allowance), obtain all required building permits and occupancy permits. Tenant's failure to obtain such permits shall not cause a delay in the obligation to pay Rent or any other obligations set forth in the Lease.

(c)Tenant shall, at its own cost and expense (but payable from the 10th/11th Floor Allowance), obtain all required building permits and occupancy permits. Tenant's failure to obtain such permits shall not cause a delay in the obligation to pay Rent or any other obligations set forth in the Lease.

(d)Tenant shall use only new, first-class material in the Work comparable to materials used in other tenant improvements in the Building, except where explicitly shown in the Approved Plans. The Work shall be performed in a good and workmanlike manner. Tenant shall obtain contractors' warranties of at least one (1) year duration from the completion of the Work against defects in workmanship and materials on all Work performed and equipment installed in the Premises unless such warranties are not customarily obtained for the type of work and/or material involved, in which event Tenant shall obtain customary




warranties. Tenant hereby assigns to Landlord all warranties and guaranties relating to the Work.

(e)Tenant and Tenant's Contractors shall make all commercially reasonable efforts and take all commercially reasonable steps appropriate to assure that all construction activities undertaken do not unreasonably interfere with the operation of the Building or with other tenants and occupants of the Building. In any event, Tenant shall during the performance of the Work and throughout the term of the Lease comply with all reasonable rules and regulations existing from time to time at the Building which have heretofore been provided to Tenant (provided Landlord shall provide reasonable prior notice in respect of any new rules and regulation or any modifications of existing rules and regulations). Tenant and Tenant's Contractors shall take all reasonable precautionary steps to minimize dust, noise and construction traffic, and to protect their facilities and the facilities of others affected by the Work and to properly police all personnel entering the Building in connection with the Work. Construction equipment and materials are to be kept within the Premises (subject to the limitations contained in the Fifth Amendment) and delivery and loading of equipment and materials shall be done at such locations and at such time as Landlord reasonably shall direct so as not to burden the constructions or operation of the Building, provided that Landlord shall use commercially reasonable efforts to coordinate the same.

(f)Landlord shall have the right to order Tenant or any of Tenant's Contractors who violate the Union Tower General Rules and Regulations for Contractors (a copy of which Tenant has received) or the other requirements of the Lease imposed on Tenant or Tenant’s Contractors to cease work and remove its equipment and employees from the Building provided, however, prior to any such order (i) if the violation is of such a nature that it threatens in Landlord's reasonable discretion to create a hazardous condition or disrupt building operations or other tenants, then Landlord shall provide one (1) written notice and one (1) day right to cure, and (ii) if the violation is of any other type, then Landlord shall provide one (1) written notice and three (3) days right to cure; further provided, however, that Landlord shall have no obligation to provide any notice or cure rights as to either (i) or (ii) if a repeat violation of a substantially similar type occurs. In any event, Landlord may make the continuation of work contingent upon payment by Tenant or Tenant's Contractors of any damages or costs incurred by Landlord or other tenants as a result of such violation. No such action by Landlord shall delay the obligation to pay Rent or any other obligations set forth in the Lease.

(g)Utility costs or charges for any service (including HVAC, hoisting and the like) to the Premises in connection with and during the performance of the Work shall be the responsibility of Tenant and shall be paid for by Tenant at Landlord's standard rates then in effect, provided, however, Landlord shall not charge for freight elevator usage unless an attendant or special operations are required, at Landlord's reasonable discretion. Tenant shall pay for all support services provided by Landlord's contractors at Tenant's written request or at Landlord's reasonable discretion resulting from breaches or defaults beyond applicable notice and cure periods by Tenant under this Work Letter. Tenant shall have the




nonexclusive right to use the freight elevators during the business day on a first-come, first-serve basis without additional charges; all after-hours use shall be subject to scheduling by Landlord and to Tenant's payment of Landlord's out-of­pocket for such after-hours usage, including costs of necessary personnel. Tenant shall arrange and pay for removal of construction debris and shall not place debris in the Building's waste containers. If required by Landlord by the giving of notice, Tenant shall sort and separate its waste and debris for recycling and/or environmental law compliance purposes.

(h)Tenant shall permit access to the Premises by Landlord upon reasonable prior notice to Tenant, and the Work shall be subject to inspection, by Landlord and Landlord's architects, engineers, contractors and other representatives, at all times during the period in which the Work is being constructed and installed and following completion of the Work, provided that Landlord shall use reasonable efforts to minimize its interference with the Work.

(i)Tenant shall proceed with its work expeditiously, continuously and efficiently, and Tenant shall notify Landlord upon completion of the Work and shall furnish Landlord and Landlord’s title insurance company with such further documentation as may be reasonably necessary under the requirements herein.

(j)Tenant shall have no authority to deviate from the Approved Plans in performance of the Work (except for de minimis deviations of a type customarily not the subject of change orders), except as authorized by Landlord or its designated representative in writing in a change order approved in writing by Landlord. Tenant shall furnish to Landlord "as-built" drawings of the Work within thirty (30) days after completion of the Work.

(k)Tenant shall impose on and enforce all applicable terms of this Work Letter against Tenant's architect and Tenant's Contractors.

Tenant acknowledges and agrees that the Work will include any work, both within and outside the Premises that may be necessary in order for Tenant to use and occupy the Premises.

6. INSURANCE.

In addition to the insurance requirements set forth in the Lease, Tenant shall also secure, pay for and maintain or cause Tenant's Contractors to secure, pay for and maintain during the progress of the Work the following minimum coverages and limits of liability:

(a)worker's compensation in amounts required by state statutes and employer's liability insurance with limits of not less than $500,000;

(b)comprehensive or commercial general liability insurance in an amount not less than $1,000,000 (One Million) per occurrence, whether involving bodily injury liability (or death resulting therefrom) or




property damage liability or a combination thereof with a minimum aggregate limit of $2,000,000 (Two Million), and with umbrella coverage with limits not less than $2,000,000 (Two Million). Such insurance shall provide for explosion and collapse, completed operations coverage and broad form blanket contractual liability coverage and damage to the property of others and arising from its operations under the contract whether such operations are performed by Tenant's Contractors or by anyone directly or indirectly employed by any of them;

(c)comprehensive automobile liability insurance, including the ownership, maintenance and operation of any automotive equipment, owned, hired or nonowned, in an amount not less than $1,000,000 (One Million) combined single limit; and

(d)"Builder's All Risk" insurance in an amount to cover the full insurable value of the work in the Premises, and shall insure against the perils of fire and extended coverage and shall include "all risk" builder's risk insurance for physical loss or damage including theft, vandalism and malicious mischief;

The policies required to be maintained by Tenant shall be with companies rated Al0 or better in the most current issue of A.M. Best's Rating Guide. Insurers shall be licensed to do business in the state in which the Premises are located and domiciled in the USA. All policies (except the worker’s compensation policy) shall be endorsed to include Landlord as an additional insured party. The waiver of subrogation provisions contained in the Lease shall apply to all insurance policies (except the workers' compensation policy) to be obtained by Tenant. The insurance policy endorsements shall also provide that all additional insured parties shall be given thirty (30) days' prior written notice of any reduction, cancellation or nonrenewal of coverage. Tenant shall not permit Tenant's Contractors to commence work until the required insurance has been obtained, and copies of all applicable insurance certificates (including the general contractor's) have been delivered to Landlord.

7. ALLOWANCE; EXCESS AMOUNTS.

(a)Upon Tenant's satisfaction of the requirements set forth in this Work Letter, Landlord shall make the 10th/11th Floor Allowance available to Tenant to pay the Costs of the Work (and after completion of the Work, for the purposes otherwise provided in the Fifth Amendment). The 10th/11th Floor Allowance shall be funded as the Tenant's Work is completed in accordance with the provisions of this Work Letter.

(b)If the Costs of the Work based on the initial Budget (plus the Consultant Fee) exceed the 10th/11th Floor Allowance, Tenant shall pay the amount of any excess costs (the "Excess") prior to funding by Landlord of any funds from the 10th/11th Floor Allowance. Further, if during the course of the Work the Budget is amended for any reason, or if Landlord reasonably estimates that the then-unfunded 10th/11th Floor Allowance is insufficient to complete the Work, Tenant shall pay Costs as necessary so that the remaining 10th/11th Floor Allowance is at least equal to the remaining Costs. Tenant shall provide Landlord with all documentation otherwise required for a Draw Request (defined below)




to evidence Tenant's payment of any such Excess. In addition to the Excess, Tenant shall pay the costs of all work, if any, other than the Work which Tenant may elect to do in the Premises (subject to Landlord's approval as provided herein). If the Costs of the Work are less than the 10th/11th Floor Allowance, then after Landlord's receipt of evidence of lien-free completion of the Work in accordance with the provisions herein, Landlord shall make remaining amounts available to Tenant for improvements to the Premises (subject to the limitations in and as otherwise provided in the Fifth Amendment).

(c)Subject to Tenant's payment of any Excess as required by Section 7(b), Landlord shall make progress payments from the 10th/11th Floor Allowance to Tenant on a monthly basis, for the portion of the Tenant's Work performed during the previous month, less a retainage of 10% of each progress payment ("Retainage"). Each of Landlord's progress payments shall be limited to an amount equal to the aggregate amounts (reduced) by the Retainage) therefore paid by Tenant to Tenant's contractors, subcontractors and material suppliers which have not been subject to previous disbursements from the 10th/11th Floor Allowance. Provided that Tenant delivers requisitions to Landlord on or prior to the 1st day of any month, such progress payments shall be made within 30 days next following the delivery to Landlord of requisitions therefor, which requisitions shall be in the form of AIA document G702 ("Draw Requests"), set forth the names of each contractor and subcontractor to whom payment is due, and the amount thereof, and shall be accompanied by (i) copies of trailing lien waivers from all contractors, subcontractors, and material suppliers whose payment exceeds $25,000, covering all work and materials which are the subject of the prior progress payment, (ii) the Tenant's Architect's certification on the pay application that the work for which the requisition is being made has been completed substantially in accordance with the plans and specifications approved by Landlord, and (iii) such other documents and information as Landlord may reasonably request, including any documents reasonably required by Landlord's title company in connection with title drawdowns and endorsements. Landlord shall disburse the Retainage upon submission by Tenant to Landlord of Tenant's requisition therefor accompanied by all documentation required under this paragraph together with (A) proof of the satisfactory completion of all required inspections and issuance of any required approvals, permits and sign-offs for the Tenant’s Work by governmental authorities having jurisdiction thereover, (B) issuance of final lien and unconditional waivers by all contractors and subcontractors covering all of the Tenant Work, (C) receipt of as-built plans for the Work, and (D) a copy of all warranties, guaranties, and operating manuals and information relating to the improvements, equipment, and systems affected by the Work.

8. MISCELLANEOUS.

(a)If the Plans for the Work require the construction and installation of additional life safety or other systems, Tenant agrees to pay all reasonable costs and expenses arising from the construction and installation of such additional systems, provided that the 10th/11th Floor Allowance may be applied to all such costs and expenses.




(b)Time is of the essence with respect to the express periods provided under this Work Letter.

(c)Tenant hereby indemnifies Landlord for any loss, claims, damages or delays arising from the actions of Tenant, the Tenant Contractor or Tenant’s agents on the Premises or in the Building. Tenant shall keep the Premises and the Building free from any liens arising out of any work performed, material furnished or obligations incurred by or on behalf of Tenant. If Landlord determines that any Work does not comply with the Approved Plans, or that the Work has not been completed in accordance with this Work Letter. Landlord will notify Tenant and Tenant agrees to use commercially reasonable efforts to cause such work to be corrected. Landlord's payment of any payment request shall not be deemed to be Landlord's approval or acceptance of the work furnished or materials supplied as set forth in such payment request.

(d)If Tenant fails to make any payment relating to all or any portion of the Work as required hereunder, and Tenant's failure to pay for such portion of the Work creates a safety risk, building code violation, or an unsightly condition, Landlord, at its option, may, after reasonable notice (unless the condition requires immediate cure) complete such portion of the Work pursuant to the Approved Plans necessary to cure such condition and continue to hold Tenant liable for the costs thereof and all other costs due to Landlord. Tenant's failure to pay any amounts owed by Tenant hereunder when due or Tenant's failure to perform its obligations hereunder shall also constitute a Default under the Lease, subject to applicable notice and cure periods, and Landlord shall have all the rights and remedies granted to Landlord under the Lease for nonpayment of any amounts owed therender or failure by Tenant to perform its obligations thereunder.
(e)Notices under this Work Letter shall be given in the same manner as under the the Lease.

(f)The headings set forth herein are for convenience only.

(g)This Work Letter sets forth the entire agreement of Tenant and Landlord regarding the Work. This Work Letter may only be amended if in writing, duly executed by both Landlord and Tenant. This Work Letter is incorporated into the Lease by reference and made a part thereof to the extent applicable to the Work.

(h)All amounts due from Tenant hereunder shall be deemed to be additional Rent due under the Lease. Notwithstanding any provision to the contrary contained in the Lease, if a Default under the Lease or a breach (after the expiration of any applicable notice and cure periods) by Tenant under this Work Letter occurs at any time on or before completion of the Work, then in addition to all other rights and remedies granted to Landlord pursuant to the Lease, Landlord shall have the right to withhold payment of all or any portion of the 10th/11th Floor Allowance and/or Landlord may cause the assignment of the construction contract to Landlord as set forth in this Work Letter.

9. LIMITATION OF LIABILITY. Any liability of Landlord and




Tenant under this Work Letter shall be limited as provided in Section 15 of the Fifth Amendment.




EXHIBIT D

THE INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED.













 EX-10.34 4 hurnexhibit1034-amendedand.htm EXHIBIT 10.34 Exhibit



Exhibit 10.34
HURON CONSULTING GROUP INC.
2012 OMNIBUS INCENTIVE PLAN
(As Amended and Restated Effective February 13, 2020)
1.
History and Purpose. Huron Consulting Group Inc., a Delaware corporation (“Huron”), previously established the Huron Consulting Group Inc. 2012 Omnibus Incentive Plan, as amended from time to time (the “Plan”) to attract and retain employees, non-employee directors and independent contractors providing services to Huron and/or the Affiliates (defined below), to motivate Participants (defined below) to achieve long-term goals of Huron and the Affiliates, to provide incentive compensation opportunities that are competitive with those of other corporations, and to further align Participants’ interests with those of Huron’s stockholders, and thereby to promote the long-term financial interest of Huron and the Affiliates, including growth in value of Huron’s equity and enhancement of long-term stockholder value. The Plan has been previously amended, and the following provisions constitute an amendment, restatement, and continuation of the Plan effective February 13, 2020.
2.
Definitions. As used in the Plan, the following definitions apply to the terms indicated below:
(a)
“Administrative Actions” shall have the meaning set forth in Section 5(d).
(b)
“Affiliate” means any corporation, partnership, joint venture or other entity during any period in which (i) Huron, directly or indirectly, owns at least 50% of the combined voting power of all classes of stock of such entity or at least 50% of the ownership interests in such entity or (ii) such entity, directly or indirectly, owns at least 50% of the combined voting power of all classes of stock of Huron.
(c)
“Agreement” shall mean an agreement between Huron and a Participant evidencing an Award or a notice of an Award, in a form approved by the Committee.
(d)
“Alternative Agreement” shall mean, with respect to any Participant, an employment agreement, senior management agreement or other written agreement describing the Participant’s terms of employment with Huron or an Affiliate.
(e)
“Award” shall mean any award described in Section 7 or 8 of the Plan.
(f)
“Board of Directors” shall mean the Board of Directors of Huron.
(g)
“Business Criteria” shall mean (i) return on total stockholder equity; (ii) earnings or book value per share of Common Stock (“EPS”); (iii) adjusted EPS; (iv) net income (before or after taxes); (v) earnings before all or any interest, taxes, depreciation and/or amortization (“EBIT”, “EBITA” or “EBITDA”) measured as a dollar amount or a percentage of revenue; return on assets, capital or investment; (vii) market share; (viii) market capitalization; (ix) cost reduction goals; (x) levels of expense, costs or liabilities; (xi) department, division or business unit level performance; (xii) operating income; sales or revenues; (xiv) stock price appreciation; (xv) total stockholder return (TSR); (xvi) implementation or completion of critical projects or processes; (xvii) adjusted EBITDA; (xviii) days sales outstanding (DSO); (xix) financial coverage ratios; other non-GAAP financial measures, or (xxi) any combination of the foregoing.
Where applicable, Business Criteria may be expressed in terms of attaining a specified level of the particular criteria or the attainment of a percentage increase or decrease in the particular criteria, and may be applied to one or more of Huron, an Affiliate, or a department, division or strategic business unit of Huron and/or one or more Affiliates, or may be applied to the performance of Huron and/or one or more Affiliates relative to a market index, a group of other companies or a combination thereof, all as determined by the Committee. The Business Criteria may be subject to a threshold level of performance below which no payment will be made (or no vesting will occur), levels of performance at which specified payments will be made (or specified vesting will occur), and a maximum level of performance above which no additional payment will be made (or at which full vesting will occur).

1


Each of the Business Criteria shall be determined, where applicable, in accordance with generally accepted accounting principles and shall be subject to certification by the Committee; provided that the Committee shall have the authority to make equitable adjustments to the Business Criteria applicable to any Award in recognition of (1) special, unusual or non-recurring events affecting Huron or any Affiliate or the financial statements of Huron or any Affiliate; (2) changes in applicable laws or regulations (including tax laws, accounting principles or other laws or provisions affecting reported results); (3) gains, losses or expenses determined to be extraordinary or unusual in nature or infrequent in occurrence or related to the disposal of a segment of a business or related to a change in accounting principles; (4) asset write-downs or impairments; (5) litigation, claim judgments, settlements or restatement related expenses; (6) accruals for reorganization and restructuring programs; (7) acquisitions or divestitures (including expenses related thereto), (8) foreign exchange gains and losses; (9) non-cash interest; and (10) an event either not directly related to the operations of Huron or not within the reasonable control of Huron’s management. To the extent that such inclusions or exclusions affect Awards to Covered Employees which are intended to qualify as “performance-based compensation” within the meaning of Section 162(m) of the Code and regulations thereunder, such adjustments shall be prescribed in a form that meets the requirements of Section 162(m) of the Code. However, notwithstanding the preceding sentence, unless the Committee determines otherwise prior to the end of the applicable time for establishing Business Criteria for an Award, to the extent any such item affects any Business Criteria applicable to an Award, then such shall be automatically excluded or included in determining the extent to which the Business Criteria has been achieved, whichever will produce the higher Award (subject to any exercise of “negative discretion” by the Committee).
(h)
“Cash Incentive Award” shall mean the grant of a right to receive a payment of cash (or, in the discretion of the Committee, shares of Common Stock having value equivalent to the cash otherwise payable) that is contingent on achievement of performance objectives or other conditions over a specified period established by the Committee. The grant of Cash Incentive Awards may also be subject to such other conditions, restrictions, and contingencies, as determined by the Committee, including provisions relating to deferred payment.
(i)
“Cause” shall mean, unless otherwise defined in a Participant’s Agreement or an Alternative Agreement, any of the following actions or failures by the Participant, as determined in the reasonable judgment of Huron: (i) engaging in conduct that violates written policies of Huron or any Affiliate; (ii) failure to perform the essential functions of his or her job (except for a failure resulting from a bona fide illness or incapacity); (iii) failure to carry out the reasonable directions of Huron or any Affiliate, issued through Huron’s Chief Executive Officer, the Board of Directors, other appropriate senior employee responsible for the Participant’s business unit or area, the Participant’s supervisor, or the person to whom the Participant reports; (iv) embezzlement, misappropriation of corporate funds, any act of fraud, dishonesty or self-dealing, or the commission of a felony or any significant violation of any statutory or common law duty of loyalty to Huron or any Affiliate; an act or omission that could adversely and materially affect the business or reputation of Huron or any Affiliate or involves moral turpitude; or (vi) a breach of a material provision of this Plan, the Agreement evidencing an Award or an Alternate Agreement.
(j)
“Change of Control” shall mean the first to occur of the following events:
(i)
any Person becomes the Beneficial Owner, directly or indirectly, of Common Stock or voting securities of Huron (not including in the amounts beneficially owned by such Person any Common Stock or voting securities acquired directly from Huron or the Affiliates) representing 40% or more of the combined voting power of Huron’s then outstanding securities;
(ii)
there is consummated a merger or consolidation of Huron or any direct or indirect subsidiary of Huron with any Person, other than (A) a merger or consolidation which would result in the voting securities of Huron outstanding immediately prior to such merger or consolidation continuing to represent (either by remaining outstanding or by being converted into voting securities of the surviving entity or any parent thereof) at least 50% of the combined voting power of the securities of Huron or such surviving entity or any parent thereof outstanding immediately after such merger or consolidation; (B) a merger or consolidation effected to implement a recapitalization of Huron (or similar transaction) in which no Person other than existing security holders is or becomes the Beneficial Owner, directly or indirectly, of securities

2


of Huron (not including in the amount Beneficially Owned by such Person any Common Stock or voting securities acquired directly from Huron or any Affiliate) representing 50% or more of the combined voting power of Huron’s then outstanding securities; or (C) a merger or consolidation of a subsidiary of Huron that does not represent a sale of all or substantially all of the assets of Huron;
(iii)
the stockholders of Huron approve a plan of complete liquidation or dissolution of Huron (except for a plan of liquidation or dissolution effected to implement a recapitalization of Huron addressed in paragraph (ii) above); or
(iv)
there is consummated an agreement for the sale or disposition of all or substantially all of the assets of Huron to a Person, other than a sale or disposition by Huron of all or substantially all of the assets of Huron to an entity, at least 50% of the combined voting power of the voting securities of which are owned by stockholders of Huron.
Notwithstanding the foregoing, a “Change of Control” shall not be deemed to have occurred by virtue of the consummation of any transaction or series of integrated transactions immediately following which the record holders of the Common Stock of Huron immediately prior to such transaction or series of transactions continue to have substantially the same proportionate ownership in an entity which owns all or substantially all of the assets of Huron immediately following such transaction or series of transactions.
For purposes of this Change of Control definition, (I) “Beneficial Owner” shall have the meaning set forth in Rule 13d-3 under the Exchange Act; (II) “Person” shall have the meaning given in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, except that such term shall not include (w) Huron or any of Huron’s direct or indirect subsidiaries; (x) a trustee or other fiduciary holding securities under an employee benefit plan of Huron or any of the Affiliates; (y) an underwriter temporarily holding securities pursuant to an offering of such securities; or (z) a corporation owned, directly or indirectly, by the stockholders of Huron in substantially the same proportions as their ownership of stock of Huron; and (III) “Affiliate” shall have the meaning set forth in Rule 12b-2 promulgated under Section 12 of the Exchange Act.
(k)
“Code” shall mean the Internal Revenue Code of 1986, as amended from time to time, and any regulations promulgated thereunder.
(l)
“Committee” shall mean a committee of the Board of Directors consisting of two or more persons each of whom shall qualify as an “outside director” within the meaning of Section 162(m) of the Code, a “nonemployee director” within the meaning of Rule 16b-3 promulgated under the Exchange Act, as amended from time to time, and an “independent director” within the meaning of the NASD Rule 4350(c)(1).
(m)
“Common Stock” shall mean the common stock of Huron, par value $.01 per share.
(n)
“Covered Employee” shall have the meaning set forth in Section 162(m) of the Code.
(o)
“Disabled” shall mean permanently and totally disabled within the meaning of Section 22(e)(3) of the Code.
(p)
“Effective Date” shall have the meaning set forth in Section 3.
(q)
“Eligible Individuals” shall mean employees of Huron or any of the Affiliates (including officers, whether or not they are directors of Huron or any Affiliate), independent contractors providing services to Huron or any Affiliate and non-employee directors of Huron or any Affiliate.
(r)
“Exchange Act” shall mean the Securities Exchange Act of 1934, as amended from time to time.
(s)
“Exercise Price” shall have the meaning set forth in Section 7(c).
(t)
“Fair Market Value” of a share of Common Stock as of any date shall mean the value determined in accordance with the following rules:

3


(i)
If the Common Stock is at the time listed or admitted to trading on any stock exchange, then the Fair Market Value shall be the closing price per share of Common Stock on such date on the principal exchange on which the Common Stock is then listed or admitted to trading or, if no such sale is reported on such date, on the last preceding date on which a sale was so reported.
(ii)
If the Common Stock is not at the time listed or admitted to trading on a stock exchange but bid and asked prices for the Common Stock are regularly reported, then the Fair Market Value shall be the arithmetic mean between the closing or last bid and asked prices for the Common Stock on such date or, if no bid and asked prices for Common Stock are reported on such date, on the most recent day immediately prior thereto on which bid and asked prices were so reported.
(iii)
If the Common Stock is not listed or admitted to trading on any stock exchange and if prices are not regularly reported for the Common Stock as described in paragraph (ii), the Fair Market Value shall be as determined by the Committee in good faith in its sole discretion or under procedures established by the Committee, whose determination shall be conclusive and binding.
(iv)
For purposes of determining the Fair Market Value of shares of Common Stock that are sold pursuant to a broker- assisted cashless exercise program, Fair Market Value shall be the price at which such shares are sold.
(u)
“Full Value Award” shall mean an Award that is granted pursuant to Section 8 hereof and that is the grant of one or more shares of Common Stock or a right to receive one or more shares of Common Stock in the future, which grant may be subject to one or more of the following, as determined by the Committee:
(i)
The grant may be in consideration of a Participant’s previously performed services or surrender of other compensation that may be due.
(ii)
The grant may be contingent on the achievement of performance or other objectives during a specified period.
(iii)
The grant may be subject to a risk of forfeiture or other restrictions that will lapse upon the achievement of one or more goals relating to completion of service by the Participant or achievement of performance or other objectives.
The grant of Full Value Awards may also be subject to such other conditions, restrictions, and contingencies, as determined by the Committee, including provisions relating to dividend or dividend equivalent rights, deferred payment or settlement and purchase in the open market (including with a Participant’s own funds); provided, however, that dividends may be accrued but shall not be paid unless and until the Participant has vested in the underlying Award. Full Value Awards may include, but are not limited to, restricted stock, stock units, performance stock units, and bonus stock.
(v)
“Huron” shall have the meaning set forth in Section 1.
(w)
“Incentive Stock Option” shall mean an Option that qualifies as an “incentive stock option” within the meaning of Section 422 of the Code, or any successor provision, and which is designated by the Committee as an Incentive Stock Option.
(x)
“Nonqualified Stock Option” shall mean an Option other than an Incentive Stock Option.
(y)
“Option” shall mean an Award that is granted pursuant to Section 7 hereof that entitles a Participant to purchase shares of Common Stock at the applicable Exercise Price established by the Committee.
(z)
“Participant” shall mean an Eligible Individual to whom an Award is granted pursuant to the Plan.
(aa)
“Performance-Based Compensation” shall have the meaning set forth in Section 9.
(bb)    “Plan” shall have the meaning set forth in Section 1.

4


(cc)
“Retirement” shall mean the voluntary termination with Huron and the Affiliates of a Participant who is in the position of corporate vice president, managing director or executive officer and (i) such termination occurs on or after the date on which he or she has attained age 62 and completed at least seven years of employment with Huron and (ii) in conjunction with such termination such Participant has executed a non-competition and non-solicitation agreement provided by Huron. A Participant’s termination of employment shall not be considered to be on account of Retirement if the employment is terminated by Huron or any Affiliate for any reason.
(dd)
“Stock Appreciation Right” shall mean an Award is granted pursuant to Section 7 hereof that entitles a Participant to receive, upon exercise of the Award, an amount of cash or shares of Common Stock (as determined in accordance with the terms of the Plan and the Award) having a value equal to the excess of: (i) the value, determined at the time of exercise, of a specified number of shares of Common Stock; over (ii) the applicable Exercise Price.
(ee)
“Subsidiary” shall mean a “subsidiary corporation” of Huron within the meaning of Section 424(f) of the Code.
3.
Effective Date and Duration of Plan. The Plan, as amended and restated, will be effective February 13, 2020 (the “Effective Date”), subject to approval by Huron’s stockholders. The Plan shall be unlimited in duration; however, in the event of Plan termination, the Plan shall remain in effect as long as any shares of Common Stock awarded under it are outstanding and not fully vested. No new Awards will be made under the Plan on or after the tenth anniversary of the Effective Date or, if earlier, on or after termination of the Plan.
4.
Shares Reserved and Other Limitations.
(a)
Source of Shares. Shares of Common Stock reserved for issuance under the Plan may be authorized but unissued shares of Common Stock or authorized and issued shares of Common Stock held in Huron’s treasury, including shares purchased in the open market or in private transactions.
(b)
Shares Available for Awards. Subject to the terms and conditions of the Plan, the number of shares of Common Stock reserved for issuance under the Plan shall be 3,652,204 shares (comprised of: (i) the 1,398,204 shares of Common Stock authorized under the Plan as originally adopted, (ii) an additional 850,000 shares of Common Stock authorized in the amendment and restatement of the Plan effective May 2, 2014, (iii) an additional 804,000 shares of Common Stock authorized in the amendment and restatement of the Plan effective May 1, 2017, and (iv) an additional 600,000 shares of Common Stock authorized in the amendment of the Plan effective May 3, 2019), subject to adjustment as provided herein.
Additionally, in the event that a corporation acquired by (or combined with) Huron or any subsidiary has shares available under a pre-existing plan approved by stockholders and not adopted in contemplation of such acquisition or combination, the shares available for grant pursuant to the terms of such pre-existing plan (as adjusted, to the extent appropriate, using the exchange ratio or other adjustment or valuation ratio or formula used in such acquisition or combination to determine the consideration payable to the holders of common stock of the entities party to such acquisition or combination) may be used for awards under the Plan and shall not reduce the shares of Common Stock authorized for grant under the Plan; provided that awards using such available shares shall not be made after the date awards or grants could have been made under the terms of the pre-existing plan, absent the acquisition or combination, and shall only be made to individuals who were not employees or directors of Huron or any subsidiary prior to such acquisition or combination. Notwithstanding the foregoing, such shares shall not increase the number of shares available for Awards of Incentive Stock Options unless such additional share limit is approved by the stockholders in accordance with Section 422 of the Code.
(c)
Individual Limitations on Awards.
(i)
The maximum number of shares of Common Stock that may be granted to any Participant during any calendar-year period with respect to Full Value Awards that are intended to be Performance-Based Compensation shall not exceed 500,000 shares in the aggregate (subject to adjustment as provided herein).

5


(1)
If Awards are denominated in shares of Common Stock but an equivalent amount of cash is delivered in lieu of shares of Common Stock, the foregoing limit shall be applied based on the methodology used by the Committee to convert the number of shares into cash.
(2)
If delivery of shares of Common Stock or cash is deferred until after shares of Common Stock have been earned, any adjustment in the amount delivered to reflect actual or deemed investment experience after the date the shares are earned shall be disregarded.
(ii)
For any participant who is an outside director of Huron, the aggregate grant date fair value of Awards granted to such individual during any calendar year, along with any regular cash retainer or meeting fees paid to such participant during such calendar year shall not exceed $1,500,000; provided, however, that if an individual employee becomes an outside director (or vice versa) during a calendar year, the limit in this sentence shall not apply to Awards granted to the individual in the individual’s capacity as an employee.
(d)
Limits on Incentive Stock Options. The maximum number of shares of Common Stock to which Incentive Stock Options relate that may be granted under the Plan shall be 325,000 (subject to adjustment as provided herein).
(e)
Individual Limitations on Cash Incentive Awards. The maximum amount payable to any Participant for any 12-month performance period with respect to a Cash Incentive Award granted under the Plan that is intended to be Performance- Based Compensation shall be $10,000,000 (prorated for performance periods that are greater or lesser than 12 months). For purposes of this Section 4(e):
(i)
If the Award is denominated in cash but an equivalent amount of Common Stock is delivered in lieu of delivery of cash, the foregoing limit shall be applied to the cash based on the methodology used by the Committee to convert the cash into shares.
(ii)
If delivery of shares of Common Stock or cash is deferred until after cash has been earned, any adjustment in the amount delivered to reflect actual or deemed investment experience after the date the cash is earned shall be disregarded.
(f)
Adjustments for Change in Capitalization. In the event that any dividend or other distribution is declared (whether in the form of cash, Common Stock, or other property), or there occurs any recapitalization, stock split, reverse stock split, reorganization, merger, consolidation, spin-off, combination, repurchase, share exchange or other similar corporate transaction or event, the Committee shall equitably adjust, in its sole and absolute discretion, (i) the number and kind of shares of stock which may thereafter be issued in connection with Awards; (ii) the number and kind of shares of stock or other property issued or issuable in respect of outstanding Awards; (iii) the exercise price, grant price or purchase price relating to any Award; (iv) the limitations set forth in Sections 4(b), 4(c), 4(d), and 4(e) (provided that, with respect to Incentive Stock Options, such adjustment shall be made in accordance with Section 424 of the Code and any regulations thereunder and provided further that, to the extent applicable, such adjustment shall comply with Section 409A of the Code); and (v) any other adjustments that the Committee determines to be equitable (which may include, without limitation, replacement of Awards with other Awards which the Committee determines have comparable value and which are based on stock of a company resulting from the transaction and (2) cancellation of the Award in return for cash payment of the current value of the Award, determined as though the Award is fully vested at the time of payment, provided that in the case of an Option or Stock Appreciation Right, the amount of such payment may be the excess of value of the shares of Common Stock subject to the Option or Stock Appreciation Right at the time of the transaction over the Exercise Price).
(g)
Reuse of Shares. Except to the extent that to do so would prevent the grant of Incentive Stock Options hereunder, the following shares of Common Stock shall again become available for Awards:
(i)
any shares subject to an Award that remain unissued upon the cancellation, surrender, exchange, forfeiture or termination of such Award without having been exercised or settled; and

6


(ii)
to the extent an Award is paid or settled in cash, the number of shares of Common Stock with respect to which such payment or settlement is made.
The following shares of Common Stock shall not again be made available for grants pursuant to the Plan:
(x)
any shares subject to an Award that are retained as payment of the exercise price of an Option;
(y)
any shares retained to satisfy: (A) all tax withholding obligations with respect to an Option or Stock Appreciation Right, or (B) tax withholding obligations in excess of the minimum required withholding amount with respect to a Full Value Award; and
(z)
any shares repurchased by Huron using stock option exercise proceeds.
For stock-settled Stock Appreciation Rights, the shares subject to the Award shall be counted against the Plan reserve, regardless of the number of shares issued.
(h)
Special Vesting Rules for All Awards. Except for Awards (when aggregated with all other Awards under the Plan) which do not exceed 5% of the total number of shares of Common Stock reserved for issuance under the Plan in the aggregate, in no event shall the required period of service for full vesting be less than one year (subject, to the extent provided by the Committee, to acceleration of vesting in the event of the Participant’s death, Disability, or Change of Control).
(i)
Dividends. Dividends may be accrued but shall not be paid with respect to any Award unless and until the Participant has vested in the underlying Award.
5.
Administration of the Plan.
(a)
General. The Plan shall be administered by the Committee. The Committee shall have the authority in its sole discretion, subject to and not inconsistent with the express provisions of the Plan, to administer the Plan and to exercise all the powers and authorities either specifically granted to it under the Plan or necessary or advisable in the administration of the Plan, including, without limitation, the authority to (i) grant Awards; (ii) determine the Eligible Individuals to whom, and the time or times at which, Awards shall be granted; (iii) determine the type and number of Awards to be granted; the number of shares of Common Stock or cash or other property to which an Award may relate and the terms, conditions, restrictions and performance criteria relating to any Award; (iv) determine whether, to what extent, and under what circumstances an Award may be settled, cancelled, forfeited, exchanged, or surrendered; (v) conclusively construe and interpret the Plan and all Awards; (vi) prescribe, amend and rescind rules and regulations relating to the Plan; (vii) determine the terms and provisions of Agreements; and (viii) make all other determinations deemed necessary or advisable for the operation and administration of the Plan. The Committee may, in its sole and absolute discretion, without amendment to the Plan (but subject to the terms and conditions of the Plan), (w) accelerate the date on which any Option or Stock Appreciation Right becomes exercisable; (x) waive or amend the operation of Plan provisions respecting exercise after termination of employment (provided that the term of an Option or Stock Appreciation Right may not be extended beyond ten years from the date of grant); (y) accelerate the vesting date, or waive any condition imposed hereunder, with respect to any Full Value Award; and (z) otherwise adjust any of the terms applicable to any such Award in a manner consistent with the terms of the Plan.
(b)
Decisions Binding. Any interpretations of the Plan by the Committee and any decisions made by it under the Plan are final and binding on all persons.
(c)
Delegation. Except to the extent prohibited by the applicable rules of any stock exchange or applicable law, the Committee may allocate all or any portion of its responsibilities and powers to any one or more of its members and may delegate all or any part of its responsibilities and powers to any person or persons selected by it. Any such allocation or delegation may be revoked by the Committee at any time. Without limiting the generality of the foregoing, the Committee may delegate to one or more officers of Huron or any of its Affiliates the authority to act on behalf of the Committee with respect to any matter, right, obligation, or election that is the responsibility of or that is allocated to the Committee herein, and that may be so delegated as a matter of law, except for grants of Awards to persons (i) who are non-employee members of the Board or otherwise are subject to Section 16 of the Exchange Act

7


or (ii) who are, or who are reasonably expected to be, “covered employees” for purposes of Section 162(m) of the Code.
(d)
Indemnification. No member of the Committee (or an authorized delegate of the Committee), and no officer of Huron or any of the Affiliates, shall be liable for any action taken or omitted to be taken by such individual or by any other member of the Committee or officer of Huron or any Affiliate in connection with the performance of duties under this Plan, except for such individual’s own willful misconduct or as expressly provided by law (the “Administrative Actions”). Further, the Committee (and all delegates of the Committee), in addition to such other rights of indemnification as they may have as members of the Board of Directors or officers of Huron or an Affiliate, any individual serving as a Committee member (and any authorized delegate) shall be indemnified and held harmless by Huron to the fullest extent allowed by law against all costs and expenses reasonably incurred by them in connection with any action, suit or proceeding to which they or any of them may be party by reason of any Administrative Action.
6.
Participation. Subject to the terms and conditions of the Plan, the Committee shall determine and designate, from time to time, from among the Eligible Individuals those persons who will be granted one or more Awards under the Plan and, subject to the terms and conditions of the Plan, a Participant may be granted any Award permitted under the provisions of the Plan and more than one Award may be granted to a Participant. Except as otherwise agreed between Huron and the Participant, or except as otherwise provided in the Plan, an Award under the Plan shall not affect any previous Award under the Plan or an award under any other plan maintained by Huron or any of the Affiliates. No Participant or other person shall have any claim to be granted any Award, and there is no obligation for uniformity of treatment of Participants, or holders or beneficiaries of Awards, or of multiple Awards granted to a Participant. The terms and conditions of Awards and the Committee’s determinations and interpretations with respect thereto need not be the same with respect to each Participant (whether or not such Participants are similarly situated).
7.
Options and Stock Appreciation Rights.
(a)
Grant of Awards. The Committee may grant Options and/or Stock Appreciation Rights to Eligible Individuals, subject to the terms and conditions of the Plan.
(b)
Identification of Options. Each Option shall be clearly identified as either an Incentive Stock Option or a Nonqualified Stock Option.
(c)
Exercise Price. The “Exercise Price” of an Option or Stock Appreciation Right shall be established by the Committee at the time the Option or Stock Appreciation Right is granted; provided, however, that in no event shall the Exercise Price be less than 100% of the Fair Market Value of a share of Common Stock on the date of grant (or, if greater, the par value of a share of Common Stock on the date of grant).
(d)
No Repricing/Prohibition on Buy-Back. Except for either adjustments pursuant to Section 4(f) or reductions of the Exercise Price approved by Huron’s stockholders, the Exercise Price for any outstanding Option or Stock Appreciation Right may not be decreased after the date of grant nor may an outstanding Option or Stock Appreciation Right granted under the Plan be surrendered to Huron as consideration for the grant of a replacement Option or Stock Appreciation Right with a lower Exercise Price. Except as approved by Huron’s stockholders, in no event shall any Option or Stock Appreciation Right granted under the Plan be surrendered to Huron in consideration for a cash payment if, at the time of such surrender, the Exercise Price of the Option or Stock Appreciation Right is greater than the then current Fair Market Value of a share of Common Stock. In addition, no repricing of an Option shall be permitted without the approval of Huron’s stockholders if such approval is required under the rules of any stock exchange on which Common Stock is listed.
(e)
Term and Exercise.
(i)
Each Option or Stock Appreciation Right shall become exercisable at the time determined by the Committee at the date of grant, subject to the terms and conditions of the Plan. At the time of grant of an Option or Stock Appreciation Right, as applicable, the Committee may impose such restrictions or conditions of the exercisability of the Award as it, in its absolute discretion, deems appropriate, including, but not limited to, achievement of performance goals based on one or more Business Criteria or conditions relating to the completion of a specified

8


period of service. Subject to Section 7(g) hereof, the Committee shall determine the expiration date of each Option and Stock Appreciation Right, as applicable, which shall be no later than the tenth anniversary of the date of grant of the Award. No Option or Stock Appreciation Right, as applicable, may be exercised after the expiration date applicable thereto. If an Option (other than an Incentive Stock Option) has an expiration date during or within three days of a Blackout Period (defined as any period of time when, pursuant to any policies of Huron, any securities of the Corporation may not be traded by certain persons as designated by the Corporation), then the expiration date of such Option shall be extended for a period of 30 days following the end of the Blackout Period or such longer period as permitted by the Committee. Notwithstanding the foregoing, no extension of the exercise period may occur if it would cause the Option to become subject to and in violation of the requirements of Section 409A(a) of the Code.
(ii)
An Option or Stock Appreciation Right shall be exercised by delivering the form of notice of exercise provided by Huron. Unless otherwise provided in the Award Agreement, an Option will be automatically exercised via a broker- assisted cashless exercise upon the expiration date of the Option if the value of a share of Common Stock on the expiration date exceeds the Exercise Price for such Option.
(iii)
Payment for shares of Common Stock purchased upon the exercise of the Option shall be made on the effective date of such exercise by one or a combination of the following means (except that in the case of exercise using a broker- assisted cashless exercise, payment may be made as soon as practicable after exercise): (1) in cash or cash equivalents; (2) by tendering, by actual delivery or attestation, shares of Common Stock owned by the Participant for at least six months prior to the date of exercise and valued on the effective date of such exercise; or (3) by any such other methods (including broker-assisted cashless exercise via a broker selected by the Committee) as the Committee may from time to time authorize; provided, however, that in all cases, the method of making such payment shall be in compliance with applicable law.
(iv)
Payment in settlement of a Stock Appreciation Right may be made solely in whole shares of Common Stock valued on the date of exercise of the Stock Appreciation Right or alternatively, in the sole discretion of the Committee, solely in cash or a combination of cash and shares. If the Committee decides that payment will be made in shares of Common Stock, and the amount payable results in a fractional share, payment for the fractional share will be made in cash.
(v)
Upon the exercise of an Option or settlement of a Stock Appreciation Right in shares of Common Stock, in a manner determined by the Committee, either (1) certificates for shares of Common Stock shall be issued in the name of or for the account of the Participant or other person entitled to receive such shares or (2) shares of Common Stock shall be credited to such person’s account via book-entry transfer and shall be registered in such person’s name solely on the records of Huron’s transfer agent, in each case, as soon as practicable following the effective date on which the Option or Stock Appreciation Right, as applicable, is exercised.
(f)
Provisions Relating to Incentive Stock Options. Incentive Stock Options may only be granted to employees of Huron and its Subsidiaries, in accordance with the provisions of Section 422 of the Code. To the extent that the aggregate Fair Market Value of shares of Common Stock with respect to which Incentive Stock Options are exercisable for the first time by a Participant during any calendar year under the Plan and any other stock option plan of Huron or any of its Subsidiaries shall exceed $100,000, such Options shall be treated as Nonqualified Stock Options. For purposes of the preceding sentence, Fair Market Value shall be determined as of the date on which each such Incentive Stock Option is granted. No Incentive Stock Option may be granted to an individual if, at the time of the proposed grant, such individual owns (or is deemed to own under the Code) stock possessing more than ten percent of the total combined voting power of all classes of stock of Huron and its Subsidiaries unless (i) the exercise price of such Incentive Stock Option is at least 110% of the Fair Market Value of a share of Common Stock at the time such Incentive Stock Option is granted and (ii) such Incentive Stock Option is not exercisable after the expiration of five years from the date such Incentive Stock Option is granted. A Participant shall be required to notify Huron of any disposition of shares of Common Stock issued pursuant to the exercise of an Incentive Stock Option under the circumstances

9


described in Section 421(b) of the Code (relating to certain disqualifying dispositions), within 10 days of such disposition.
(g)
Effect of Termination of Employment or Provision of Services on Options and Stock Appreciation Rights. The Committee shall determine the effect of termination of employment or termination of service on each Option and Stock Appreciation Right, subject to the terms and conditions of the Plan. Unless otherwise provided by the Committee:
(i)
any Option or Stock Appreciation Right that is outstanding on the date on which a Participant’s employment or service with Huron and the Affiliates terminates due to death or as a result of the Participant’s being Disabled shall become fully vested and exercisable on the date on which the Participant’s employment or service terminates due to the Participant’s death or as a result of the Participant’s being Disabled;
(ii)
any Option or Stock Appreciation Right that is outstanding on the date on which a Participant’s employment or service with Huron and the Affiliates terminates for Cause, whether or not then exercisable, shall be terminated effective as of the day immediately prior to the date of termination;
(iii)
any Option or Stock Appreciation Right that is outstanding on the date that a Participant’s employment or service with Huron and the Affiliates terminates for any reason other than Cause, death, or the Participant’s being Disabled or Retirement, (1) shall remain exercisable for the 90-day period following such termination to the extent that it is exercisable at the time of such termination, but in no event following the expiration of its term and (2) shall be terminated effective as of the date of termination to the extent it remains unexercisable as of the date of termination; and
(iv)
with respect to any Participant who is an employee of Huron or any Affiliate and who is in a position of corporate vice president, managing director or executive officer, any Option or Stock Appreciation Right that is outstanding on the date on which such Participant’s employment with Huron and the Affiliates terminates due to Retirement shall continue to vest and be exercisable in accordance with its terms as though the Participant had remained in the employ of Huron and its Affiliates, provided that the Participant complies with the terms of the non-competition agreement and non-solicitation agreement in the form determined by Huron and signed by the Participant; provided further, however, that the foregoing provisions of this paragraph (iv) shall not apply with respect to any Option or Stock Appreciation Right that is subject to Section 409A of the Code. Notwithstanding the foregoing, if a Participant dies following Retirement, any Option or Stock Appreciation Right that is still outstanding on the date of such Participant’s death shall become fully vested and exercisable on the date of such Participant’s death, and shall expire on the earlier of such Award’s expiration date and the one-year anniversary of the Participant’s death.
(h)
Leaves of Absence. Unless otherwise provided by the Committee and, with respect to Incentive Stock Options, to the extent permitted under Section 422 of the Code, subject in all cases to the terms and conditions of the Award, in the case of any Participant who takes an approved unpaid leave of absence (i) the Participant’s employment or service shall not be deemed to be terminated solely because of such leave of absence; (ii) the Participant shall continue to vest in his or her outstanding Options and Stock Appreciation Rights under the Plan during the first 30 days of such leave of absence; and the Participant shall cease to vest in his or her outstanding Options and Stock Appreciation Rights under the Plan during any period of such leave of absence which exceeds 30 days.
(i)
Post-Exercise Limitations. Without otherwise limiting the Committee’s authority under the Plan, the Committee, in its discretion, may impose such restrictions on shares of Common Stock acquired pursuant to the exercise of an Option or received in settlement of a Stock Appreciation Right as it determines to be desirable, including, without limitation, restrictions relating to disposition of the shares and forfeiture restrictions based on service, performance, share ownership by the Participant, conformity with Huron’s recoupment or clawback policies and such other factors as the Committee determines to be appropriate.


10


8.
Full Value Awards and Cash Incentive Awards.
(a)
Grant of Awards. The Committee may grant Full Value Awards and/or Cash Incentive Awards to Eligible Individuals, subject to the terms and conditions of the Plan.
(b)
Effect of Termination of Employment or Provision of Services on Full Value Awards. The Committee shall determine the effect of termination of employment or termination of service on each Full Value Award, subject to the terms and conditions of the Plan. Unless otherwise provided by the Committee:
(i)
any Full Value Award that is outstanding on the date on which a Participant’s employment or service with Huron and the Affiliates terminates due to death or as a result of the Participant’s being Disabled shall become fully vested (and exercisable, if applicable) on the date on which the Participant’s employment or service terminates due to the Participant’s death or as a result of the Participant’s being Disabled;
(ii)
a Full Value Award that is outstanding on the date on which a Participant’s employment or service with Huron and the Affiliates terminates for Cause shall be terminated effective as of the day immediately prior to the date of termination and all shares subject to the Full Value Award (whether or not then vested or distributable) shall be terminated effective as of the day immediately prior to the date of termination;
(iii)
any Full Value Award that is outstanding on the date that a Participant’s employment or service with Huron and the Affiliates terminates for any reason other than Cause, death, the Participant’s being Disabled or Retirement and that has not vested on the date of termination (and all rights with respect thereto, such as dividends or dividend equivalents) shall be terminated effective as of the date of termination; and
(iv)
with respect to any Participant who is an employee of Huron or any Affiliate and who is in a position of corporate vice president, managing director or executive officer, any Full Value Award that is outstanding on the date on which such Participant’s employment with Huron and the Affiliates terminates due to Retirement shall continue to vest and be distributable in accordance with its terms as though the Participant had remained in the employ of Huron and the Affiliates; provided that the Participant complies with the terms of the non-competition agreement and non-solicitation agreement in the form determined by Huron and signed by the Participant. Notwithstanding the foregoing, if a Participant dies following Retirement, any Full Value Award that is still outstanding on the date of such Participant's death shall become fully vested on the date of such Participant's death.
(c)
Leaves of Absence. Unless otherwise provided by the Committee, subject in all cases to the terms and conditions of the Award, in the case of any Participant who takes an approved unpaid leave of absence (i) the Participant’s employment or service shall not be deemed to be terminated solely because of such leave of absence; (ii) the Participant shall continue to vest in his or her outstanding Full Value Awards under the Plan during the first 30 days of such leave of absence; and the Participant shall cease to vest in his or her outstanding Full Value Awards under the Plan during any period of such leave of absence which exceeds 30 days.
(d)
Restrictions. Without otherwise limiting the Committee’s authority under the Plan, the Committee, in its discretion, may impose such restrictions on shares of Common Stock acquired pursuant to the grant or settlement of a Full Value Award or the payment or retention of a Cash Incentive Award as it determines to be desirable, including, without limitation, restrictions relating to disposition of the shares and forfeiture restrictions based on service, performance, share ownership by the Participant, conformity with Huron’s recoupment or clawback policies and such other factors as the Committee determines to be appropriate.
9.
Performance-Based Compensation. The Committee may designate any Full Value Award or a Cash Incentive Award granted to a Participant under the Plan as “Performance-Based Compensation” within the meaning of Section 162(m) of the Code and regulations thereunder. To the extent required by Section162(m) of the Code, any such Award so designated shall be conditioned on the achievement of one or more performance targets as determined by the Committee and the following shall apply:

11


(a)
Establishment of Performance Criteria. The performance targets established for the performance period by the Committee shall be objective (as that term is described in regulations under Section 162(m) of the Code), and shall be established in writing by the Committee not later than 90 days after the beginning of the performance period (but in no event after 25% of the performance period has elapsed), and while the outcome as to the performance targets is substantially uncertain. The performance targets established by the Committee may be with respect to corporate performance, operating group or sub-group performance, individual performance, other group or individual performance, or division performance, and shall be based on one or more of the Business Criteria.
(b)
Certification of Targets. A Participant otherwise entitled to receive a Performance-Based Compensation Award for any performance period shall not receive a settlement or payment of the Award until the Committee has determined that the applicable performance target(s) have been attained. To the extent that the Committee exercises discretion in making the determination required by this Section 9(b), such exercise of discretion may not result in an increase in the amount of the payment.
(c)
Special Termination Rules. Subject to the other terms and conditions of the Plan, if an Award is intended to constitute Performance-Based Compensation, the Committee may provide that if a Participant’s employment with Huron and the Affiliates terminates because of death or the Participant’s being Disabled, or if a Change of Control occurs prior to the Participant’s termination date, the Participant’s Performance-Based Compensation may become vested without regard to whether the Award would continue to constitute Performance-Based Compensation, subject to the terms of Section 10 below.
Nothing in this Section 9 shall preclude the Committee from granting Awards under the Plan, or the Committee, Huron or any Affiliate from granting any cash awards outside of the Plan, that are not intended to be Performance-Based Compensation; provided, however, that, at the time of grant of Awards by the Committee (other than a Stock Option or Stock Appreciation Right), the Committee shall designate whether such Awards are intended to constitute Performance-Based Compensation. To the extent that the provisions of this Section 9 reflect the requirements applicable to Performance-Based Compensation, such provisions shall not apply to the portion of an Award, if any, that is not intended to constitute Performance-Based Compensation.
10.
Change of Control.
(a)
Termination of Employment without Cause; Termination of Plan without Substitution.
(i)
Except as otherwise provided in an Agreement or an Alternative Agreement, in the event that (A) a Participant is employed, or performs services as a director or independent contractor, on the date of a Change of Control and the Participant's employment or service, as applicable, is terminated by Huron or the successor to Huron (or a Related Company which is his or her employer) for reasons other than Cause within 12 months following the Change of Control, or (B) the Plan is terminated by Huron or its successor following a Change of Control without provision for the continuation of outstanding Awards hereunder, then (i) all Options and Stock Appreciation Rights which are then outstanding shall become immediately exercisable, and (ii) all other Awards shall become fully vested.
(ii)
In the case of an award constituting Performance-Based Compensation, the phrase "fully vested" in the immediately prior sentence shall mean the greater of (x) vesting at target (or, if target is not defined in the award, vesting at 100% of the number of units granted), or (y) vesting in the award based on the extent, as determined by the Committee, to which the applicable performance metrics have been met during the applicable performance period up through and including the effective date of the Change of Control. If an Agreement or Alternative Agreement contains a vesting provision for a Performance-Based Compensation award that would result in lesser vesting than per this subsection (ii), then the terms of the Agreement or Alternate Agreement, as applicable, shall govern.
(iii)
In addition, to the extent any accelerated exercisability and/or vesting pursuant to clause (B) of Section 10(a)(i) above applies to an award that is deferred compensation subject to, and not exempt from, the provisions of Internal Revenue Code Section 409A, then the definition of "Change of Control" for purposes of accelerated exercisability and/or vesting under clause

12


(B) shall be no broader than the definition allowed by Treasury Regulations Section 1.409A-(3)(i)(5).
(b)
Substitution and Continued Employment. If, upon a Change of Control, awards in other shares or securities are substituted for outstanding Awards under the Plan and, immediately following the Change of Control, the Participant becomes employed (if the Participant was an employee immediately prior to the Change of Control) or remains in continued service (as a director or independent contractor if the Participant was a director or independent contractor immediately prior to the Change of Control) of the entity into which Huron merged, or the purchaser of substantially all of the assets of Huron or a successor to such entity or purchaser, then the Participant shall not be treated as having terminated employment or service for purposes of this Section 10 until such time as the Participant terminates employment or service with the merged entity or purchaser (or successor), as applicable.
(c)
Failure to Take Comparable Job not Termination. If, as described in subsection 10(b) above, awards in other shares or securities are substituted for outstanding Awards under the Plan in connection with a Change of Control, in the event a Participant is offered employment with a successor to Huron (or an Affiliate) for which the Participant is reasonably qualified and on financial terms and conditions which are comparable to the financial terms and conditions that applied to the Participant's employment immediately prior to the Change of Control, then, if the Participant does not accept the offer of employment and, as a result, the Participant's employment with Huron, the Affiliates and their respective successors is terminated, such Participant shall not be treated as having a termination of employment for purposes of this Section 10.
11.
Rights as a Stockholder. No person shall have any rights as a stockholder with respect to any shares of Common Stock covered by or relating to any Award until the date of issuance of a stock certificate with respect to such shares or the date of crediting such shares to such person’s account via book-entry transfer. Except for adjustments pursuant to Section 4(f), no adjustment to any Award shall be made for dividends or other rights for which the record date occurs prior to the date such stock certificate is issued or credit via book-entry transfer is made.
12.
Limitations of Implied Rights.
(a)
No Right to Employment or Continued Service. Nothing contained in the Plan or any Agreement shall confer upon any Participant any right with respect to the continuation of employment by or provision of services to Huron and the Affiliates or interfere in any way with the right of Huron and the Affiliates, subject to the terms of any separate agreement to the contrary, at any time to terminate such employment or service or to increase or decrease the compensation of any Participant.
(b)
No Claim to Award. No person shall have any claim or right to receive an Award hereunder. The grant of an Award to a Participant at any time shall neither require the Committee to grant any other Award to such Participant or other person at any time nor preclude the Committee from making subsequent grants to such Participant or any other person.
(c)
No Right to Assets or Property. Neither a Participant nor any other person shall, by reason of the Plan, acquire any right in or title to any assets, funds or property of Huron or any Affiliate whatsoever, including, without limitation, any specific funds, assets, or other property which Huron or any Affiliate, in its sole discretion, may set aside in anticipation of a liability under the Plan. A Participant shall have only a contractual right to the amounts, if any, payable under the Plan, unsecured by any assets of Huron and any Affiliate. Nothing contained in the Plan shall constitute a guarantee by Huron or any Affiliate that the assets of such companies shall be sufficient to pay any benefits to any person.
13.
Securities Matters.
(a)
Compliance with Law. Notwithstanding anything herein to the contrary, Huron shall not be obligated to cause to be issued or delivered any certificates evidencing shares of Common Stock pursuant to the Plan (or any crediting of shares to a person’s account via book-entry transfer) unless and until Huron is advised by its counsel (which may be Huron’s in-house counsel) that the issuance and delivery of such certificates (or crediting of such shares to an account) is in compliance with all applicable laws, regulations of governmental authority and the requirements of any securities exchange on which shares of Common Stock are traded. The Committee may require, as a condition of the issuance and delivery of certificates (or crediting to an account) pursuant to the terms hereof, that the recipient of

13


such shares make such agreements and representations, and that, if applicable, such certificates bear such legends, as the Committee, in its sole discretion, deems necessary or advisable.
(b)
Transfer of Shares. The transfer of any shares of Common Stock hereunder shall be effective only at such time as counsel to Huron (which may be Huron’s in-house counsel) shall have determined that the issuance and delivery of such shares is in compliance with all applicable laws, regulations of governmental authority and the requirements of any securities exchange on which shares of Common Stock are traded. The Committee may, in its sole discretion, defer the effectiveness of any transfer of shares of Common Stock hereunder in order to allow the issuance of such shares to be made pursuant to registration or an exemption from registration or other methods for compliance available under federal or state securities laws. The Committee shall inform the Participant in writing of its decision to defer the effectiveness of a transfer. During the period of such deferral in connection with the exercise of an Option, the Participant may, by written notice, withdraw such exercise and obtain the refund of any amount paid with respect thereto.
14.
Withholding Taxes. All Awards and other payments under the Plan are subject to withholding of all applicable taxes. Whenever cash is to be paid pursuant to an Award, Huron and the Affiliates shall have the right to deduct therefrom an amount sufficient to satisfy any federal, state and local withholding tax requirements related thereto. Whenever shares of Common Stock are to be delivered pursuant to an Award, Huron and the Affiliates shall have the right to require the Participant to remit to Huron and the Affiliates in cash an amount sufficient to satisfy any federal, state and local withholding tax requirements related thereto. With the approval of the Committee, a Participant may satisfy the foregoing requirement by electing to have Huron and the Affiliates withhold from delivery shares of Common Stock having a value equal to the amount of tax required to be withheld, as determined by the Committee or through the surrender of shares of Common Stock which the Participant already owns. As determined solely by Huron and the Affiliates, the number of shares used for withholding may exceed the number needed to satisfy the required withholding but shall not exceed the number of shares of Common Stock needed for the maximum tax withholding under applicable law (or other rates that will not have a negative accounting impact). Such a withholding election may be made by the Participant with respect to all or any portion of the shares to be delivered pursuant to an Award.
15.
Notification of Election Under Section 83(b) of the Code. If any Participant shall, in connection with the acquisition of shares of Common Stock under the Plan, make the election permitted under Section 83(b) of the Code, such Participant shall notify Huron of such election within 10 days of filing notice of the election with the Internal Revenue Service.
16.
Amendment or Termination of the Plan. The Board of Directors may, at any time, suspend or terminate the Plan or revise or amend it in any respect whatsoever; provided, however, that approval of Huron’s stockholders shall be required for any such amendment if and to the extent such approval is required in order to comply with applicable law (including, but not limited to, the Incentive Stock Option regulations and any amendments thereto), or stock exchange or automated quotation system listing requirement. Without limiting the generality of the foregoing, no amendment of the Plan will be made without the approval of Huron’s stockholders if such amendment would (a) materially increase the benefits accruing to a Participant under the Plan; increase the aggregate number of shares of Common Stock that may be issued under the Plan; (c) modify the requirements as to eligibility for participation in the Plan; or (d) be required under Section 7(d) of the Plan (relating to prohibitions on repricing and buy-backs).
Nothing in this Section 16 shall restrict the Committee’s ability to exercise its discretionary authority pursuant to Sections 4 and 5, which discretion may be exercised without amendment to the Plan. No action hereunder may, without the consent of a Participant, reduce the Participant’s rights under any outstanding Award.
17.
Transferability.
(a)
General. Awards under the Plan are not transferable except as designated by the Participant by will or by the laws of descent and distribution. Upon the death of a Participant, outstanding Awards granted to such Participant may be exercised only by the executor or administrator of the Participant’s estate or by a person who shall have acquired the right to such exercise by will or by the laws of descent and distribution. No transfer of an Award by will or the laws of descent and distribution shall be effective to bind Huron unless the Committee shall have been furnished with (i) written notice thereof and with a copy of the will and/or such evidence as the Committee may deem necessary to establish the validity of the transfer and (ii) an agreement by the transferee to comply with all the terms and conditions of

14


the Award that are or would have been applicable to the Participant and to be bound by the acknowledgments made by the Participant in connection with the grant of the Award.
(b)
Family Members. Notwithstanding Section 17(a), during a Participant’s lifetime, the Committee may, in its sole discretion, pursuant to the provisions set forth in this Section 17(b), permit the transfer, assignment or other encumbrance of an outstanding Option, unless such Option is an Incentive Stock Option and the Committee and the Participant intend that it shall retain such status. Subject to the approval of the Committee and to any conditions that the Committee may prescribe, a Participant may, upon providing written notice to Huron, elect to transfer any or all Options granted to such Participant pursuant to the Plan to members of his or her immediate family, including, but not limited to, children, grandchildren and spouse or to trusts for the benefit of such immediate family members or to partnerships in which such family members are the only partners; provided, however, that no such transfer by any Participant may be made in exchange for consideration. Any such transferee must agree, in writing, to be bound by all terms and conditions of the Plan.
(c)
Beneficiary. A Participant may file with the Committee a written designation of a beneficiary on such form as may be prescribed by the Committee and may, from time to time, amend or revoke such designation. If no designated beneficiary survives the Participant, the executor or administrator of the Participant’s estate shall be deemed to be the Participant’s beneficiary.
18.
Miscellaneous.
(a)
Notices. Any notice or document required to be filed with the Committee under the Plan will be properly filed if delivered or mailed by registered mail, postage prepaid, to the Committee, in care of Huron at its principal executive offices. The Committee may, by advance written notice to affected persons, revise such notice procedure from time to time. Any notice required under the Plan (other than exercise notice) may be waived by the person entitled to notice.
(b)
Form and Time of Elections. Unless otherwise specified herein, each election required or permitted to be made by any Participant or other person entitled to benefits under the Plan, and any permitted modification or revocation thereof, shall be in writing filed with the applicable Committee at such times, in such form, and subject to such restrictions and limitations, not inconsistent with the terms of the Plan, as the Committee shall require.
(c)
Agreement. The Committee may require a Participant to enter into an Agreement evidencing the Award, which Agreement shall contain such terms and conditions, not inconsistent with the Plan, as the Committee determines in its discretion.
(d)
Liability for Cash Payments. Subject to the terms and conditions of the Plan, Huron and each Affiliate shall be liable for payment of cash due under the Plan with respect to any Participant to the extent that such benefits are attributable to the service rendered for Huron or the Affiliate, as applicable, by the Participant. Any disputes relating to the liability of Huron or an Affiliate for cash payments shall be resolved by the Committee.
(e)
Evidence. Evidence required of anyone under the Plan may be by certificate, affidavit, document or other information which the person acting on it considers pertinent and reliable, and signed, made or presented by the proper party or parties.
(f)
Gender and Number. Where the context admits, words in any gender shall include any other gender, words in the singular shall include the plural and the plural shall include the singular.
(g)
Expenses and Receipts. The expenses of the Plan shall be paid by Huron. Any proceeds received by Huron in connection with any Award may be used for general corporate purposes.
(h)
Applicable Law, Venue. Except to the extent preempted by any applicable federal law, the Plan shall be construed and administered in accordance with the laws of the State of Delaware without reference to its principles of conflicts of law. Any legal action related to this Plan shall be brought only in a federal or state court located in Chicago, Illinois.
(i)
No Fractional Shares. No fractional shares of Common Stock shall be issued or delivered pursuant to the Plan. The Committee shall determine whether cash, other Awards, or other property shall be

15


issued or paid in lieu of such fractional shares or whether such fractional shares or any rights thereto shall be forfeited or otherwise eliminated.
19.
Severability. If any provision of the Plan is held to be invalid or unenforceable, the other provisions of the Plan shall not be affected but shall be applied as if the invalid or unenforceable provision had not been included in the Plan.
20.
Foreign Employees. Notwithstanding any other provision of the Plan to the contrary, the Committee may grant Awards to eligible persons who are foreign nationals on such terms and conditions different from those specified in the Plan as may, in the judgment of the Committee, be necessary or desirable to foster and promote achievement of the purposes of the Plan. In furtherance of such purposes, the Committee may make such modifications, amendments, procedures and subplans as may be necessary or advisable to comply with provisions of laws in other countries or jurisdictions in which Huron or an Affiliate operates or has employees.


16
 EX-21.1 5 hurn20191231exhibit211.htm EXHIBIT 21.1 Exhibit


EXHIBIT 21.1
LIST OF SUBSIDIARIES OF HURON CONSULTING GROUP INC.
(as of December 31, 2019)
 
 
 
 
Name
 
Jurisdiction of Organization
Huron Consulting Group Holdings LLC
 
Delaware
Huron Consulting Services LLC
 
Delaware
Huron Consulting South East Asia PTE. LTD.
 
Singapore
Huron Consulting Saudi Limited
 
Saudi Arabia
Huron Saudi Limited
 
Saudi Arabia
Huron Management Services LLC
 
Delaware
Huron Demand LLC
 
Delaware
Conseillers Huron Canada Limitée
 
Canada
Huron Technologies Inc.
 
Delaware
Huron Transaction Advisory LLC
 
Delaware
Studer Holdings, Inc.
 
Delaware
The Studer Group, LLC
 
Florida
Huron Eurasia India Private Limited
 
India
Pope Woodhead and Associates
 
England and Wales
Innosight Holdings, LLC
 
Delaware
Innosight International, LLC
 
Delaware
Innosight Consulting Asia Pacific PTE. LTD.
 
Singapore
Innosight Consulting SARL
 
Switzerland
Innosight Consulting, LLC
 
Delaware
Huron Aviation One LLC
 
Delaware
Huron Aviation Two LLC
 
Delaware
Huron Managed Services LLC
 
Delaware



 EX-23.1 6 hurn20191231exhibit231.htm EXHIBIT 23.1 Exhibit


EXHIBIT 23.1
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We hereby consent to the incorporation by reference in the Registration Statements on Form S-8 (Nos. 333-119697, 333-137107, 333-166542, 333-181445, 333-196397, 333-204353, 333-218108, and 333-231566) of Huron Consulting Group Inc. of our report dated February 25, 2020 relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 10-K.

/s/ PricewaterhouseCoopers LLP
 
Chicago, Illinois
February 25, 2020


 EX-31.1 7 hurn20191231exhibit311.htm EXHIBIT 31.1 Exhibit


EXHIBIT 31.1
CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER,
PURSUANT TO RULE 13a-14(a)/15d-14(a), AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, James H. Roth, certify that:
1.
I have reviewed this Annual Report on Form 10-K of Huron Consulting Group Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
 
Date:    
 
February 25, 2020
 
By:
 
/S/    JAMES H. ROTH
 
 
 
 
 
 
James H. Roth
 
 
 
 
 
 
Chief Executive Officer


 EX-31.2 8 hurn20191231exhibit312.htm EXHIBIT 31.2 Exhibit


EXHIBIT 31.2
CERTIFICATION OF THE CHIEF FINANCIAL OFFICER,
PURSUANT TO RULE 13a-14(a)/15d-14(a), AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002
I, John D. Kelly, certify that:
1.
I have reviewed this Annual Report on Form 10-K of Huron Consulting Group Inc.;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a)
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b)
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c)
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d)
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors (or persons performing the equivalent functions):
a)
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b)
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 
Date:    
 
February 25, 2020
 
By:
 
/S/    JOHN D. KELLY
 
 
 
 
 
 
John D. Kelly
 
 
 
 
 
 
Executive Vice President,
Chief Financial Officer and Treasurer


 EX-32.1 9 hurn20191231exhibit321.htm EXHIBIT 32.1 Exhibit


EXHIBIT 32.1
CERTIFICATION OF THE CHIEF EXECUTIVE OFFICER,
PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Huron Consulting Group Inc. (the "Company") on Form 10-K for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, James H. Roth, Chief Executive Officer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1.
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein.
Date:    
 
February 25, 2020
 
By:
 
/S/    JAMES H. ROTH
 
 
 
 
 
 
James H. Roth
 
 
 
 
 
 
Chief Executive Officer
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Form 10-K and shall not be considered filed as part of the Form 10-K.


 EX-32.2 10 hurn20191231exhibit322.htm EXHIBIT 32.2 Exhibit


EXHIBIT 32.2
CERTIFICATION OF THE CHIEF FINANCIAL OFFICER,
PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Huron Consulting Group Inc. (the "Company") on Form 10-K for the year ended December 31, 2019 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, John D. Kelly, Executive Vice President, Chief Financial Officer and Treasurer of the Company, hereby certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:
1.
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2.
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company for the periods presented therein.
Date:    
 
February 25, 2020
 
By:
 
/S/    JOHN D. KELLY
 
 
 
 
 
 
John D. Kelly
 
 
 
 
 
 
Executive Vice President,
Chief Financial Officer and Treasurer
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
The foregoing certification is being furnished to the Securities and Exchange Commission as an exhibit to the Form 10-K and shall not be considered filed as part of the Form 10-K.


 EX-101.SCH 11 hurn-20191231.xsd XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2105100 - Disclosure - Acquisitions link:presentationLink link:calculationLink link:definitionLink 2405402 - Disclosure - Acquisitions - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2405404 - Disclosure - Acquisitions - Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed (Details) link:presentationLink link:calculationLink link:definitionLink 2405405 - Disclosure - Acquisitions - Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives (Details) link:presentationLink link:calculationLink link:definitionLink 2405403 - Disclosure - Acquisitions - Summary of Fair Value of Consideration Transferred (Details) link:presentationLink link:calculationLink link:definitionLink 2405406 - Disclosure - Acquisitions - Summary of Supplemental Pro Forma Consolidated Results of Operations (Details) link:presentationLink link:calculationLink link:definitionLink 2305301 - Disclosure - Acquisitions (Tables) link:presentationLink link:calculationLink link:definitionLink 2111100 - Disclosure - Capital Structure link:presentationLink link:calculationLink link:definitionLink 2411401 - Disclosure - Capital Structure - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2121100 - Disclosure - Commitments, Contingencies and Guarantees link:presentationLink link:calculationLink link:definitionLink 2421401 - Disclosure - Commitments, Contingencies and Guarantees - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 1001000 - Statement - Consolidated Balance Sheets link:presentationLink link:calculationLink link:definitionLink 1001501 - Statement - Consolidated Balance Sheets (Parenthetical) link:presentationLink link:calculationLink link:definitionLink 1004000 - Statement - Consolidated Statements of Cash Flows link:presentationLink link:calculationLink link:definitionLink 1002000 - Statement - Consolidated Statements of Earnings and Other Comprehensive Income link:presentationLink link:calculationLink link:definitionLink 1003000 - Statement - Consolidated Statements of Stockholders' Equity link:presentationLink link:calculationLink link:definitionLink 2115100 - Disclosure - Derivative Instruments and Hedging Activity link:presentationLink link:calculationLink link:definitionLink 2415402 - Disclosure - Derivative Instruments and Hedging Activity - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2415403 - Disclosure - Derivative Instruments and Hedging Activity - Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments (Detail) link:presentationLink link:calculationLink link:definitionLink 2315301 - Disclosure - Derivative Instruments and Hedging Activity (Tables) link:presentationLink link:calculationLink link:definitionLink 2101100 - Disclosure - Description of Business link:presentationLink link:calculationLink link:definitionLink 0001000 - Document - Document and Entity Information link:presentationLink link:calculationLink link:definitionLink 2113100 - Disclosure - Earnings Per Share link:presentationLink link:calculationLink link:definitionLink 2413404 - Disclosure - Earnings Per Share - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2413402 - Disclosure - Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail) link:presentationLink link:calculationLink link:definitionLink 2413403 - Disclosure - Earnings Per Share - Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents (Detail) link:presentationLink link:calculationLink link:definitionLink 2313301 - Disclosure - Earnings Per Share (Tables) link:presentationLink link:calculationLink link:definitionLink 2118100 - Disclosure - Employee Benefit and Deferred Compensation Plans link:presentationLink link:calculationLink link:definitionLink 2418401 - Disclosure - Employee Benefit and Deferred Compensation Plans - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2119100 - Disclosure - Equity Incentive Plans link:presentationLink link:calculationLink link:definitionLink 2419402 - Disclosure - Equity Incentive Plans - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2419404 - Disclosure - Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Detail) link:presentationLink link:calculationLink link:definitionLink 2419403 - Disclosure - Equity Incentive Plans - Schedule of Restricted Stock Activity (Detail) link:presentationLink link:calculationLink link:definitionLink 2419405 - Disclosure - Equity Incentive Plans - Schedule of Stock Option Activity (Detail) link:presentationLink link:calculationLink link:definitionLink 2319301 - Disclosure - Equity Incentive Plans (Tables) link:presentationLink link:calculationLink link:definitionLink 2116100 - Disclosure - Fair Value of Financial Instruments link:presentationLink link:calculationLink link:definitionLink 2416404 - Disclosure - Fair Value of Financial Instruments - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2416407 - Disclosure - Fair Value of Financial Instruments Fair Value of Financial Instruments - Contingent Consideration Reconciliation (Details) link:presentationLink link:calculationLink link:definitionLink 2416406 - Disclosure - Fair Value of Financial Instruments Fair Value of Financial Instruments - Convertible Debt Investment Reconciliation (Details) link:presentationLink link:calculationLink link:definitionLink 2416403 - Disclosure - Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) link:presentationLink link:calculationLink link:definitionLink 2216201 - Disclosure - Fair Value of Financial Instruments - (Policies) link:presentationLink link:calculationLink link:definitionLink 2416405 - Disclosure - Fair Value of Financial Instruments - Summary of Carrying Amount and Estimated Fair Value of Convertible Notes (Detail) link:presentationLink link:calculationLink link:definitionLink 2316302 - Disclosure - Fair Value of Financial Instruments (Tables) link:presentationLink link:calculationLink link:definitionLink 2110100 - Disclosure - Financing Arrangements link:presentationLink link:calculationLink link:definitionLink 2410406 - Disclosure - Financing Arrangements - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2410403 - Disclosure - Financing Arrangements Financing Arrangements - Summary of Debt Maturities (Details) link:presentationLink link:calculationLink link:definitionLink 2410404 - Disclosure - Financing Arrangements - Schedule of Notes (Detail) link:presentationLink link:calculationLink link:definitionLink 2410402 - Disclosure - Financing Arrangements - Summary of Carrying Amounts of Debt (Detail) link:presentationLink link:calculationLink link:definitionLink 2410405 - Disclosure - Financing Arrangements - Summary of Interest Expense Recognized (Detail) link:presentationLink link:calculationLink link:definitionLink 2310301 - Disclosure - Financing Arrangements (Tables) link:presentationLink link:calculationLink link:definitionLink 2107100 - Disclosure - Goodwill and Intangible Assets link:presentationLink link:calculationLink link:definitionLink 2407405 - Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2407404 - Disclosure - Goodwill and Intangible Assets - Amortization (Details) link:presentationLink link:calculationLink link:definitionLink 2407402 - Disclosure - Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) link:presentationLink link:calculationLink link:definitionLink 2407403 - Disclosure - Goodwill and Intangible Assets - Intangible Assets (Detail) link:presentationLink link:calculationLink link:definitionLink 2307301 - Disclosure - Goodwill and Intangible Assets (Tables) link:presentationLink link:calculationLink link:definitionLink 2120100 - Disclosure - Income Taxes link:presentationLink link:calculationLink link:definitionLink 2420406 - Disclosure - Income Taxes - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2420404 - Disclosure - Income Taxes - Components of Income from Continuing Operations Before Income Tax Expense (Detail) link:presentationLink link:calculationLink link:definitionLink 2420403 - Disclosure - Income Taxes - Income Tax Expense for Continuing Operations (Detail) link:presentationLink link:calculationLink link:definitionLink 2420407 - Disclosure - Income Taxes - Net Deferred Tax Liabilities for Continuing Operations (Detail) link:presentationLink link:calculationLink link:definitionLink 2220201 - Disclosure - Income Taxes - (Policies) link:presentationLink link:calculationLink link:definitionLink 2420408 - Disclosure - Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) link:presentationLink link:calculationLink link:definitionLink 2420405 - Disclosure - Income Taxes - Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations (Detail) link:presentationLink link:calculationLink link:definitionLink 2320302 - Disclosure - Income Taxes (Tables) link:presentationLink link:calculationLink link:definitionLink 2108100 - Disclosure - Leases Leases link:presentationLink link:calculationLink link:definitionLink 2408406 - Disclosure - Leases Leases Additional Information (Details) link:presentationLink link:calculationLink link:definitionLink 2308301 - Disclosure - Leases Leases (Tables) link:presentationLink link:calculationLink link:definitionLink 2408403 - Disclosure - Leases Schedule of Lease Costs (Details) link:presentationLink link:calculationLink link:definitionLink 2408404 - Disclosure - Leases Schedule of Maturities of Lease Liabilities (Details) link:presentationLink link:calculationLink link:definitionLink 2408405 - Disclosure - Leases Schedule of Operating Lease Additional Information (Details) link:presentationLink link:calculationLink link:definitionLink 2408402 - Disclosure - Leases Schedule of Operating Lease Balances (Details) link:presentationLink link:calculationLink link:definitionLink 2117100 - Disclosure - Other Comprehensive Income (Loss) link:presentationLink link:calculationLink link:definitionLink 2417402 - Disclosure - Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail) link:presentationLink link:calculationLink link:definitionLink 2417403 - Disclosure - Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) - Additional Information (Details) link:presentationLink link:calculationLink link:definitionLink 2317301 - Disclosure - Other Comprehensive Income (Loss) (Tables) link:presentationLink link:calculationLink link:definitionLink 2109100 - Disclosure - Property and Equipment, Net link:presentationLink link:calculationLink link:definitionLink 2409402 - Disclosure - Property and Equipment, Net - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2409403 - Disclosure - Property and Equipment, Net - Summary of Premises and Equipment (Detail) link:presentationLink link:calculationLink link:definitionLink 2309301 - Disclosure - Property and Equipment, Net (Tables) link:presentationLink link:calculationLink link:definitionLink 2114100 - Disclosure - Restructuring Charges link:presentationLink link:calculationLink link:definitionLink 2414402 - Disclosure - Restructuring Charges - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2414403 - Disclosure - Restructuring Charges Restructuring Charges - Rollforward (Details) link:presentationLink link:calculationLink link:definitionLink 2314301 - Disclosure - Restructuring Charges - (Tables) link:presentationLink link:calculationLink link:definitionLink 2412402 - Disclosure - Revenues Performance Obligations Information (Details) link:presentationLink link:calculationLink link:definitionLink 2112100 - Disclosure - Revenues Revenue link:presentationLink link:calculationLink link:definitionLink 2412401 - Disclosure - Revenues Revenue - Additional Information (Details) link:presentationLink link:calculationLink link:definitionLink 2122100 - Disclosure - Segment Information link:presentationLink link:calculationLink link:definitionLink 2422402 - Disclosure - Segment Information - Additional Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2422403 - Disclosure - Segment Information - Components of Segment Information (Detail) link:presentationLink link:calculationLink link:definitionLink 2422404 - Disclosure - Segment Information - Segment Assets (Detail) link:presentationLink link:calculationLink link:definitionLink 2422405 - Disclosure - Segment Information Segment Information - Disaggregation of Revenue (Details) link:presentationLink link:calculationLink link:definitionLink 2322301 - Disclosure - Segment Information (Tables) link:presentationLink link:calculationLink link:definitionLink 2124100 - Disclosure - Selected Quarterly Financial Data (unaudited) link:presentationLink link:calculationLink link:definitionLink 2424402 - Disclosure - Selected Quarterly Financial Data (unaudited) - Selected Quarterly Financial Data (Detail) link:presentationLink link:calculationLink link:definitionLink 2324301 - Disclosure - Selected Quarterly Financial Data (unaudited) (Tables) link:presentationLink link:calculationLink link:definitionLink 2102100 - Disclosure - Summary of Significant Accounting Policies link:presentationLink link:calculationLink link:definitionLink 2402403 - Disclosure - Summary of Significant Accounting Policies (Details) link:presentationLink link:calculationLink link:definitionLink 2402404 - Disclosure - Summary of Significant Accounting Policies Impact of Adoption (Details) link:presentationLink link:calculationLink link:definitionLink 2202201 - Disclosure - Summary of Significant Accounting Policies (Policies) link:presentationLink link:calculationLink link:definitionLink 2302302 - Disclosure - Summary of Significant Accounting Policies (Tables) link:presentationLink link:calculationLink link:definitionLink 2123100 - Disclosure - Valuation and Qualifying Accounts link:presentationLink link:calculationLink link:definitionLink 2423402 - Disclosure - Valuation and Qualifying Accounts - Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets (Detail) link:presentationLink link:calculationLink link:definitionLink 2323301 - Disclosure - Valuation and Qualifying Accounts (Tables) link:presentationLink link:calculationLink link:definitionLink EX-101.CAL 12 hurn-20191231_cal.xml XBRL TAXONOMY EXTENSION CALCULATION LINKBASE DOCUMENT EX-101.DEF 13 hurn-20191231_def.xml XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT EX-101.LAB 14 hurn-20191231_lab.xml XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT Income Tax Disclosure [Abstract] Income Tax Expense for Continuing Operations Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] Components of Income from Continuing Operations Before Income Tax Expense Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] Net Deferred Tax Liabilities for Continuing Operations Schedule of Deferred Tax Assets and Liabilities [Table Text Block] Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits Schedule of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns Roll Forward [Table Text Block] Earnings Per Share [Abstract] Earnings Per Share Earnings Per Share [Text Block] Revenue from Contract with Customer [Abstract] Revenue from Contract with Customer [Text Block] Revenue from Contract with Customer [Text Block] Business Combinations [Abstract] Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table] Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table] Business Acquisition [Axis] Business Acquisition [Axis] Business Acquisition, Acquiree [Domain] Business Acquisition, Acquiree [Domain] Innosight Holdings, LLC [Member] Innosight Holdings, LLC [Member] Innosight Holdings, LLC [Member] Finite-Lived Intangible Assets by Major Class [Axis] Finite-Lived Intangible Assets by Major Class [Axis] Finite-Lived Intangible Assets, Major Class Name [Domain] Finite-Lived Intangible Assets, Major Class Name [Domain] Customer relationships [Member] Customer Relationships [Member] Trade names [Member] Trade Names [Member] Customer contracts [Member] Customer Contracts [Member] Non-competition Agreements [Member] Noncompete Agreements [Member] Off-Market Favorable Lease [Member] Off-Market Favorable Lease [Member] Acquired Finite-Lived Intangible Assets [Line Items] Acquired Finite-Lived Intangible Assets [Line Items] Intangible assets Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill Useful life in years Finite-Lived Intangible Asset, Useful Life Income Taxes Income Tax Disclosure [Text Block] Property, Plant and Equipment [Abstract] Depreciation expense for property and equipment Depreciation Fair Value Disclosures [Abstract] Fair Value of Financial Instruments Fair Value Disclosures [Text Block] Segment Reporting [Abstract] Disaggregation of Revenue [Table Text Block] Disaggregation of Revenue [Table Text Block] Components of Segment Information Schedule of Segment Reporting Information, by Segment [Table Text Block] Segment Assets Reconciliation of Assets from Segment to Consolidated [Table Text Block] Number of Operating Segments Number of Operating Segments Quarterly Financial Information Disclosure [Abstract] Selected Quarterly Financial Data (unaudited) Quarterly Financial Information [Text Block] Equity [Abstract] Capital Structure Stockholders' Equity Note Disclosure [Text Block] Fair Value, Recurring and Nonrecurring [Table] Fair Value, Recurring and Nonrecurring [Table] Measurement Frequency [Axis] Measurement Frequency [Axis] Measurement Frequency [Domain] Measurement Frequency [Domain] Fair Value, Recurring [Member] Fair Value, Recurring [Member] Fair Value Hierarchy and NAV [Axis] Fair Value Hierarchy and NAV [Axis] Fair Value Hierarchy and NAV [Domain] Fair Value Hierarchy and NAV [Domain] Fair Value, Inputs, Level 2 [Member] Fair Value, Inputs, Level 2 [Member] Fair Value, Inputs, Level 3 [Member] Fair Value, Inputs, Level 3 [Member] Major Types of Debt and Equity Securities [Axis] Financial Instrument [Axis] Financial Instruments [Domain] Financial Instruments [Domain] Convertible Debt Securities [Member] Convertible Debt Securities [Member] Derivative Instrument [Axis] Derivative Instrument [Axis] Derivative Contract [Domain] Derivative Contract [Domain] Interest Rate Swap [Member] Interest Rate Swap [Member] Liability Class [Axis] Liability Class [Axis] Fair Value by Liability Class [Domain] Fair Value by Liability Class [Domain] Contingent Consideration Liability [Member] Contingent Consideration Liability [Member] Contingent Consideration Liability [Member] Underlying Asset Class [Axis] Underlying Asset Class [Axis] Underlying Asset Class [Domain] Underlying Asset Class [Domain] Deferred Compensation Plan Assets [Member] Deferred Compensation Plan Assets [Member] Deferred Compensation Plan Assets [Member] Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] Document Period End Date Document Period End Date Liabilities, Fair Value Disclosure [Abstract] Liabilities, Fair Value Disclosure [Abstract] Assets, Fair Value Disclosure [Abstract] Assets, Fair Value Disclosure [Abstract] Assets, Fair Value Disclosure Assets, Fair Value Disclosure Financial and Nonfinancial Liabilities, Fair Value Disclosure Financial and Nonfinancial Liabilities, Fair Value Disclosure SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table] SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis] SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis] SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain] SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain] Allowances for doubtful accounts and unbilled services [Member] SEC Schedule, 12-09, Allowance, Credit Loss [Member] Valuation allowance for deferred tax assets [Member] SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] Beginning balance SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount Additions SEC Schedule, 12-09, Valuation Allowances and Reserves, Additions, Charge to Cost and Expense Deductions SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction Ending balance Disaggregation of Revenue [Abstract] Disaggregation of Revenue [Table] Disaggregation of Revenue [Table] Timing of Transfer of Good or Service [Axis] Timing of Transfer of Good or Service [Axis] Timing of Transfer of Good or Service [Domain] Timing of Transfer of Good or Service [Domain] Transferred over Time [Member] Transferred over Time [Member] Transferred at Point in Time [Member] Transferred at Point in Time [Member] Employee Type [Axis] Employee Type [Axis] Employee Type [Axis] Employee Type [Domain] Employee Type [Domain] [Domain] for Employee Type [Axis] Full-time Billable Consultants [Member] Full-time Billable Consultants [Member] Full-time Billable Consultants [Member] Full-time Equivalents [Member] Full-time Equivalents [Member] Full-time Equivalents [Member] Contract with Customer, Basis of Pricing [Axis] Contract with Customer, Basis of Pricing [Axis] Contract with Customer, Basis of Pricing [Domain] Contract with Customer, Basis of Pricing [Domain] Fixed-price Contract [Member] Fixed-price Contract [Member] Time-and-materials Contract [Member] Time-and-materials Contract [Member] Performance-based [Member] Performance-based [Member] Performance-based [Member] Software Service, Support and Maintenance Arrangement [Member] Software Service, Support and Maintenance Arrangement [Member] Segments [Axis] Segments [Axis] Segments [Domain] Segments [Domain] Health Care [Member] Health Care [Member] Business Advisory [Member] Business Advisory [Member] Business Advisory [Member] Education [Member] Education [Member] Education [Member] Disaggregation of Revenue [Line Items] Disaggregation of Revenue [Line Items] Revenue from Contract with Customer, Including Assessed Tax Revenue from Contract with Customer, Including Assessed Tax Other Comprehensive Income (Loss), Net of Tax [Abstract] Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Tax Amount of tax expense (benefit) related to, after reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature. Other Comprehensive Income (Loss), Securities, Available-for-sale, Tax Other Comprehensive Income (Loss), Securities, Available-for-sale, Tax Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax Goodwill and Intangible Assets Disclosure [Abstract] Schedule of Goodwill [Table] Schedule of Goodwill [Table] Goodwill [Line Items] Goodwill [Line Items] Goodwill Goodwill, Gross Accumulated impairment losses Goodwill, Impaired, Accumulated Impairment Loss Goodwill, net beginning balance Goodwill Goodwill recorded in connection with business combinations Goodwill, Acquired During Period Foreign currency translation Goodwill, Foreign Currency Translation Gain (Loss) Goodwill, net ending balance Derivative Instruments and Hedging Activities Disclosure [Abstract] Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location [Table Text Block] Other Comprehensive Income (Loss) Comprehensive Income (Loss) Note [Text Block] Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] Unrecognized tax benefits, beginning balance Unrecognized Income Tax Benefits Unrecognized Income Tax Benefits Decrease based on tax positions related to the prior year Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions Unrecognized tax benefits, ending balance Schedule of Segment Reporting Information, by Segment [Table] Schedule of Segment Reporting Information, by Segment [Table] Consolidation Items [Axis] Consolidation Items [Axis] Consolidation Items [Domain] Consolidation Items [Domain] Operating Segments [Member] Operating Segments [Member] Segment Reconciling Items [Member] Segment Reconciling Items [Member] Segment Reporting Information [Line Items] Segment Reporting Information [Line Items] Segment Assets: Segment Reporting Information, Additional Elements for Bank Presentation [Abstract] Total assets Assets Reporting Unit [Axis] Reporting Unit [Axis] Reporting Unit [Domain] Reporting Unit [Domain] Enterprise Solutions and Analytics [Member] Enterprise Solutions and Analytics [Member] Enterprise Solutions and Analytics [Member] Strategy and Innovation [Member] Strategy and Innovation [Member] Strategy and Innovation [Member] Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount Goodwill, Impairment Loss Goodwill, Impairment Loss Amortization of Intangible Assets Amortization of Intangible Assets Change in Contract with Customer, Asset [Abstract] New Accounting Pronouncements or Change in Accounting Principle [Table] New Accounting Pronouncements or Change in Accounting Principle [Table] Performance Obligation Satisfied in Prior Period [Axis] Performance Obligation Satisfied in Prior Period [Axis] Performance Obligation Satisfied in Prior Period [Axis] Performance Obligation Satisfied in Prior Period [Domain] Performance Obligation Satisfied in Prior Period [Domain] [Domain] for Performance Obligation Satisfied in Prior Period [Axis] Change in Estimated Variable Consideration [Member] Change in Estimated Variable Consideration [Member] Change in Estimated Variable Consideration [Member] Release of Allowance [Member] Release of Allowance [Member] Release of Allowance [Member] New Accounting Pronouncements or Change in Accounting Principle [Line Items] New Accounting Pronouncements or Change in Accounting Principle [Line Items] Contract with Customer, Performance Obligation Satisfied in Previous Period Contract with Customer, Performance Obligation Satisfied in Previous Period Revenue, Remaining Performance Obligation, Amount Revenue, Remaining Performance Obligation, Amount Change in Contract with Customer, Asset and Liability [Abstract] Change in Contract with Customer, Asset and Liability [Abstract] Contract with Customer, Asset, after Allowance for Credit Loss Contract with Customer, Asset, after Allowance for Credit Loss Contract Asset, Period Increase (Decrease) Contract Asset, Period Increase (Decrease) Amount of increase (decrease) in the right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than the passage of time. Deferred revenues Deferred Revenue, Current Deferred Revenue, Period Increase (Decrease) Deferred Revenue, Period Increase (Decrease) Deferred Revenue, Revenue Recognized Deferred Revenue, Revenue Recognized Commitments and Contingencies Disclosure [Abstract] Commitments And Contingencies [Table] Commitments And Contingencies [Table] Commitments And Contingencies [Table] Long-term Debt, Type [Axis] Long-term Debt, Type [Axis] Long-term Debt, Type [Domain] Long-term Debt, Type [Domain] Senior Secured Credit Facility [Member] Senior Secured Credit Facility [Member] Senior Secured Credit Facility [Member] Commitments And Contingencies [Line Items] Commitments And Contingencies [Line Items] Commitments And Contingencies [Line Items] Gain (Loss) Related to Litigation Settlement Gain (Loss) Related to Litigation Settlement Guarantees in the form of letters of credit Letters of Credit Outstanding, Amount Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] Share-based Payment Arrangement [Abstract] Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table] Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table] Scenario [Axis] Scenario [Axis] Scenario [Domain] Scenario [Domain] Forecast [Member] Forecast [Member] Plan Name [Axis] Plan Name [Axis] Plan Name [Domain] Plan Name [Domain] Two Thousand And Twelve Plan [Member] Two Thousand And Twelve Plan [Member] Two Thousand And Twelve Plan [Member] Stock Ownership Participation Program [Member] Stock Ownership Participation Program [Member] Stock Ownership Participation Program [Member] Two Thousand and Four Plan [Member] Two Thousand and Four Plan [Member] Two Thousand and Four Plan [Member] Title of Individual [Axis] Title of Individual [Axis] Title of Individual [Domain] Title of Individual [Domain] Executive Officer [Member] Executive Officer [Member] Option Indexed to Issuer's Equity, Type [Axis] Option Indexed to Issuer's Equity, Type [Axis] Option Indexed to Issuer's Equity, Type [Domain] Option Indexed to Issuer's Equity, Type [Domain] Share-based Payment Arrangement, Option [Member] Share-based Payment Arrangement, Option [Member] Award Type [Axis] Award Type [Axis] Award Type [Domain] Award Type [Domain] Restricted Stock Awards [Member] Restricted Stock [Member] Performance-based stock activity [Member] Performance Shares [Member] Statistical Measurement [Axis] Statistical Measurement [Axis] Statistical Measurement [Domain] Statistical Measurement [Domain] Minimum [Member] Minimum [Member] Share-based Compensation Arrangement by Share-based Payment Award [Line Items] Share-based Compensation Arrangement by Share-based Payment Award [Line Items] Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized Shares available for issuance Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant Restricted stock granted as a percentage of purchased shares Share-Based Compensation Arrangement By Share-Based Payment Award, Restricted Stock Granted, As A Percentage Of Purchased Shares Share-Based Compensation Arrangement By Share-Based Payment Award, Restricted Stock Granted, As A Percentage Of Purchased Shares Retirement eligible provision, minimum age Retirement Eligible Provision Minimum Age Retirement Eligible Provision Minimum Age Retirement eligible provision, minimum years of service Retirement Eligible Provision Minimum Term Of Service Retirement eligible provision minimum term of service. Share-based compensation expense Share-based Payment Arrangement, Expense Income tax benefits Share-based Payment Arrangement, Expense, Tax Benefit Unrecognized compensation cost Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount Unrecognized compensation cost, Period Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition Award vesting period Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period Aggregate fair value of stock vested Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value Weighted average grant date fair value (in USD per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number Nonvested And Unearned Performance Shares Nonvested And Unearned Performance Shares As of the balance sheet date, the number of shares included in the non-vested balance that are still in their performance period or whose earned percentage has not yet been determined. Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period Stock option awards granted Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross Stock options contractual term Share Based Compensation Arrangement By Share Based Payment Award Expiration Period One The contractual term of stock options, after which the stock options will expire. Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value Exercise of stock options, shares Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period Document And Entity Information [Abstract] Document and entity information. Title of 12(b) Security Title of 12(b) Security Entity Incorporation, State or Country Code Entity Incorporation, State or Country Code Document Transition Report Document Transition Report Document Quarterly Report Document Annual Report Entity Registrant Name Entity Registrant Name Trading Symbol Trading Symbol Entity Central Index Key Entity Central Index Key Current Fiscal Year End Date Current Fiscal Year End Date Entity Filer Category Entity Filer Category Document Type Document Type Entity File Number Entity File Number Document Fiscal Year Focus Document Fiscal Year Focus Document Fiscal Period Focus Document Fiscal Period Focus Amendment Flag Amendment Flag Entity Common Stock, Shares Outstanding Entity Common Stock, Shares Outstanding Entity Well-known Seasoned Issuer Entity Well-known Seasoned Issuer Entity Voluntary Filers Entity Voluntary Filers Entity Current Reporting Status Entity Current Reporting Status Entity Public Float Entity Public Float Entity Tax Identification Number Entity Tax Identification Number Security Exchange Name Security Exchange Name Entity Small Business Entity Small Business Entity Emerging Growth Company Entity Emerging Growth Company Entity Address, Address Line One Entity Address, Address Line One Entity Address, City or Town Entity Address, City or Town Entity Address, State or Province Entity Address, State or Province Entity Address, Postal Zip Code Entity Address, Postal Zip Code City Area Code City Area Code Local Phone Number Local Phone Number Entity Interactive Data Current Entity Interactive Data Current Entity Shell Company Entity Shell Company Finite-Lived Intangible Assets, Amortization Expense, Year Two Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months Finite-Lived Intangible Assets, Amortization Expense, Year Three Finite-Lived Intangible Assets, Amortization Expense, Year Two Finite-Lived Intangible Assets, Amortization Expense, Year Five Finite-Lived Intangible Assets, Amortization Expense, Year Three Finite-Lived Intangible Assets, Amortization Expense, after Year Five Finite-Lived Intangible Assets, Amortization Expense, Year Four Finite-Lived Intangible Assets, Amortization Expense, after Year Five Finite-Lived Intangible Assets, Amortization Expense, Year Five Restructuring and Related Activities [Abstract] Restructuring Charges Restructuring and Related Activities Disclosure [Text Block] Debt Disclosure [Abstract] Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months Long-term Debt, Maturities, Repayments of Principal in Year Two Long-term Debt, Maturities, Repayments of Principal in Year Two Long-term Debt, Maturities, Repayments of Principal in Year Three Long-term Debt, Maturities, Repayments of Principal in Year Three Long-term Debt, Maturities, Repayments of Principal in Year Four Long-term Debt, Maturities, Repayments of Principal in Year Four Long-term Debt, Maturities, Repayments of Principal in Year Five Long-term Debt, Maturities, Repayments of Principal in Year Five Financing Arrangements Debt Disclosure [Text Block] Accounting Policies [Abstract] Description of Business Nature of Operations [Text Block] Adjustments for New Accounting Pronouncements [Axis] Adjustments for New Accounting Pronouncements [Axis] Type of Adoption [Domain] Type of Adoption [Domain] Accounting Standards Update 2016-02 [Member] Accounting Standards Update 2016-02 [Member] Adjustments for Error Corrections [Axis] Adjustments for Error Corrections [Axis] Adjustments for Error Correction [Domain] Adjustments for Error Correction [Domain] Income Statement Location [Axis] Income Statement Location [Axis] Income Statement Location [Domain] Income Statement Location [Domain] Balance Sheet Location [Axis] Balance Sheet Location [Axis] Balance Sheet Location [Domain] Balance Sheet Location [Domain] Other Noncurrent Assets [Member] Other Noncurrent Assets [Member] Prepaid Expenses and Other Current Assets [Member] Prepaid Expenses and Other Current Assets [Member] Property, Plant and Equipment, Type [Axis] Property, Plant and Equipment, Type [Axis] Property, Plant and Equipment, Type [Domain] Property, Plant and Equipment, Type [Domain] Computers, related equipment and software [Member] Computers Related Equipment And Software [Member] Computers Related Equipment And Software [Member] Furniture and fixtures [Member] Furniture and Fixtures [Member] Aircraft [Domain] Aircraft [Domain] Maximum [Member] Maximum [Member] Cash and Cash Equivalents [Line Items] Cash and Cash Equivalents [Line Items] Foreign Currency Transaction Gain (Loss), Realized Foreign Currency Transaction Gain (Loss), Realized Cumulative Effect on Retained Earnings, Net of Tax Cumulative Effect on Retained Earnings, Net of Tax Number of billing arrangements for revenue recognition Number Of Billing Arrangements For Revenue Recognition The number of billing arrangements the Company uses on client engagements. The nature of each arrangement will help determine the appropriate revenue recognition for that engagement. Capitalized Contract Cost, Amortization Capitalized Contract Cost, Amortization Capitalized Contract Cost, Net Capitalized Contract Cost, Net Cash and Cash Equivalent maturity period Cash And Cash Equivalent Maturity Period The maximum length of time over which an instrument may mature to be classified as cash and cash equivalents. Depreciated over and estimated useful life Property, Plant and Equipment, Estimated Useful Lives Capitalized Computer Software, Accumulated Amortization Capitalized Computer Software, Accumulated Amortization Capitalized Computer Software, Gross Capitalized Computer Software, Gross Amortized capitalized software development costs Capitalized Computer Software, Amortization Number of Reporting Units Number of Reporting Units Sponsorship and advertising costs Marketing and Advertising Expense Aggregate principal amount Debt Instrument, Face Amount Debt Instrument, Interest Rate, Stated Percentage Debt Instrument, Interest Rate, Stated Percentage Segment Information Segment Reporting Disclosure [Text Block] Interest Expense Recognized [Table] Interest Expense Recognized [Table] Interest Expense Recognized [Table] Convertible Debt [Member] Convertible Debt [Member] Interest Expense Recognized [Line Items] Interest Expense Recognized [Line Items] [Line Items] for Interest Expense Recognized [Table] Contractual interest coupon Interest Expense, Debt, Excluding Amortization Amortization of debt discount Amortization of Debt Discount (Premium) Amortization of debt issuance costs Amortization of Debt Issuance Costs Total interest expense recognized Interest Expense, Debt Line of Credit Facility [Table] Line of Credit Facility [Table] Convertible Senior Notes [Line Items] Line of Credit Facility [Line Items] Proceeds Less: debt discount, net of amortization Debt Instrument, Unamortized Discount Debt Issuance Costs, Net Debt Issuance Costs, Net Long-term debt Long-term Debt Equity component Debt Instrument, Convertible, Carrying Amount of Equity Component Fair Values Derivatives, Balance Sheet Location, by Derivative Contract Type [Table] Fair Values Derivatives, Balance Sheet Location, by Derivative Contract Type [Table] Accrued Liabilities [Member] Accrued Liabilities [Member] Other Noncurrent Liabilities [Member] Other Noncurrent Liabilities [Member] Derivatives, Fair Value [Line Items] Derivatives, Fair Value [Line Items] Fair Value interest rate swaps designated as cash flow hedging instruments Interest Rate Cash Flow Hedge Derivative at Fair Value, Net [Abstract] Fair value (derivative asset and liability) Interest Rate Cash Flow Hedge Derivative at Fair Value, Net Current: Current Income Tax Expense (Benefit), Continuing Operations [Abstract] Federal Current Federal Tax Expense (Benefit) State Current State and Local Tax Expense (Benefit) Foreign Current Foreign Tax Expense (Benefit) Total current Current Income Tax Expense (Benefit) Deferred: Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract] Federal Deferred Federal Income Tax Expense (Benefit) State Deferred State and Local Income Tax Expense (Benefit) Foreign Deferred Foreign Income Tax Expense (Benefit) Total deferred Deferred Income Tax Expense (Benefit) Income tax expense for continuing operations Income Tax Expense (Benefit) Commitments, Contingencies and Guarantees Commitments Contingencies and Guarantees [Text Block] Deferred tax assets: Components of Deferred Tax Assets [Abstract] Deferred tax asset, operating lease liabilities Deferred tax asset, operating lease liabilities Deferred tax asset, operating lease liabilities Accrued payroll and other liabilities Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Accrued Liabilities Share-based compensation Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost Tax credits Deferred Tax Assets, Tax Credit Carryforwards Net operating loss carry-forwards Deferred Tax Assets, Operating Loss Carryforwards Deferred lease incentives Deferred Tax Assets Current Deferred Lease Incentive Amount before allocation of valuation allowances of deferred tax assets attributable to deductible temporary differences from deferred lease incentives. Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Restructuring Charges Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Restructuring Charges Deferred Tax Assets, Other Deferred Tax Assets, Other Total deferred tax assets Deferred Tax Assets, Gross Valuation allowance Deferred Tax Assets, Valuation Allowance Net deferred tax assets Deferred Tax Assets, Net of Valuation Allowance Deferred tax liabilities: Components of Deferred Tax Liabilities [Abstract] Intangibles and goodwill Deferred Tax Liabilities, Goodwill and Intangible Assets Deferred Tax Liabilities, Leasing Arrangements Deferred Tax Liabilities, Leasing Arrangements Deferred Tax Liabilities, Investments Deferred Tax Liabilities, Investments Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs Property and equipment Deferred Tax Liabilities, Property, Plant and Equipment Prepaid expenses Deferred Tax Liabilities, Prepaid Expenses Other Deferred Tax Liabilities, Other Total deferred tax liabilities Deferred Tax Liabilities, Gross Deferred Tax Liabilities, Net Deferred Tax Liabilities, Net Deferred Tax Assets, Net Deferred Tax Assets, Net At U.S. statutory tax rate Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent State income taxes, net of federal benefit Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent Effective Income Tax Rate Reconciliation, Disallowed Executive Compensation, Percent Effective Income Tax Rate Reconciliation, Disallowed Executive Compensation, Percent Effective Income Tax Rate Reconciliation, Disallowed Executive Compensation, Percent Meals and entertainment Effective Income Tax Rate Reconciliation, Nondeductible Expense, Meals and Entertainment, Percent Tax credits / Section 199 Deduction Effective Income Tax Rate Reconciliation, Tax Credit, Percent Valuation allowance Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent Effective Income Tax Rate Reconciliation, Realized Investment (Gains) Losses, Percent Effective Income Tax Rate Reconciliation, Realized Investment (Gains) Losses, Percent Effective Income Tax Rate Reconciliation, Realized Investment (Gains) Losses, Percent Net tax (benefit) expense related to “check-the-box” election (1) EffectiveIncomeTaxRateReconciliationNetTaxBenefitRelatedToCheckTheBoxElection Impact of a check-the-box election on the effective tax rate for the year. Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Percent Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Percent Foreign source income Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent Effective Income Tax Rate Reconciliation, Contingent Consideration Liabilities, Change In Fair Value, Percent Effective Income Tax Rate Reconciliation, Contingent Consideration Liabilities, Change In Fair Value, Percent Effective Income Tax Rate Reconciliation, Contingent Consideration Liabilities, Change In Fair Value, Percent Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent Effective Income Tax Rate Reconciliation,Other Reconciling Items, Percent Effective Income Tax Rate Reconciliation,Other Reconciling Items, Percent Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Percent Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Percent Other Effective Income Tax Rate Reconciliation, Other Adjustments, Percent Effective income tax expense rate for continuing operations Effective Income Tax Rate Reconciliation, Percent Schedule of Property and Equipment Property, Plant and Equipment [Table Text Block] Schedule of Business Acquisitions, by Acquisition [Table] Schedule of Business Acquisitions, by Acquisition [Table] Business Acquisition [Line Items] Business Acquisition [Line Items] Payments to Acquire Businesses, Gross Payments to Acquire Businesses, Gross Acquisition date fair value Business Combination, Consideration Transferred, Equity Interests Issued and Issuable Contingent consideration related to business acquisitions Business Combination, Contingent Consideration, Liability Consideration transferred net working capital adjustment Business Combination Consideration Transferred Net Working Capital Adjustment Business combination consideration transferred net working capital adjustment. Acquisition date fair value of the consideration Business Combination, Consideration Transferred Reconciliation of Basic and Diluted Earnings Per Share Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] Schedule of Long-term Debt Instruments [Table] Schedule of Long-term Debt Instruments [Table] Promissory Note due 2024 [Member] Promissory Note due 2024 [Member] Promissory Note due 2024 [Member] Debt Instrument [Line Items] Debt Instrument [Line Items] Long-term debt Long-term Debt, Current Maturities Long-term Debt, Current Maturities Long-term debt, net of current portion Long-term Debt, Excluding Current Maturities Estimated fair value Long-term Debt, Fair Value Number of Options (in thousands) Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] Outstanding, shares, beginning balance Exercise of stock options, shares Forfeited or expired, shares Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period Outstanding, shares, ending balance Exercisable, shares, ending balance Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number Beginning balance, weighted average exercise price (in USD per share) Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price Ending balance, weighted average exercise price (in USD per share) Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price Exercisable, weighted average exercise price (in USD per share) Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price Weighted-average remaining contractual term (years), option outstanding Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term Weighted-average remaining contractual term (years), options exercisable Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term Aggregate intrinsic value, option outstanding, beginning balance Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value Aggregate intrinsic value, options exercisable, ending balance Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value Aggregate intrinsic value, option outstanding, ending balance Summary of Significant Accounting Policies Significant Accounting Policies [Text Block] Preferred stock, shares authorized Preferred Stock, Shares Authorized Common stock, shares authorized Common Stock, Shares Authorized Common stock, par value (in USD per share) Common Stock, Par or Stated Value Per Share Preferred Stock, Shares Issued Preferred Stock, Shares Issued Effective date of acquisition Business Acquisition, Effective Date of Acquisition Outstanding stock from the existing shareholders Business Acquisition, Percentage of Voting Interests Acquired Borrowings under credit facility Business Combination, Consideration Transferred, Liabilities Incurred Common stock issued Business Acquisition, Equity Interest Issued or Issuable, Number of Shares Share Price Share Price Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High Weighted-average amortization period Acquired Finite-lived Intangible Assets, Weighted Average Useful Life Goodwill expected to be deductible for income tax purpose Business Acquisition, Goodwill, Expected Tax Deductible Amount Total revenues and reimbursable expenses Revenues Operating income (loss) Operating Income (Loss) Expenses incurred Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed Pro Forma Adjustments, Additional Expense Pro Forma Adjustments, Additional Expense Pro Forma Adjustments, Additional Expense Statement of Financial Position [Abstract] Common stock, shares issued Common Stock, Shares, Issued Treasury stock, shares Treasury Stock, Shares Statement of Cash Flows [Abstract] Cash flows from operating activities: Net Cash Provided by (Used in) Operating Activities [Abstract] Net income Net Income (Loss) Attributable to Parent Adjustments to reconcile net income (loss) to net cash provided by operating activities: Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract] Depreciation and amortization Depreciation, Depletion and Amortization Noncash Operating Lease Expense Noncash Operating Lease Expense Portion of straight-line operating lease expense allocated to the amortization of the operating lease right of use assets. Share-based compensation Share-based Payment Arrangement, Noncash Expense Amortization of debt discount and issuance costs Amortization of Debt Issuance Costs and Discounts Goodwill, Impairment Loss Accounts Receivable, Credit Loss Expense (Reversal) Accounts Receivable, Credit Loss Expense (Reversal) Deferred income taxes Deferred Income Taxes and Tax Credits Loss (gain) on sale of businesses Gain (Loss) on Disposition of Business Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability Other Noncash Expense Other Noncash Expense Changes in operating assets and liabilities, net of acquisitions and divestiture: Increase (Decrease) in Operating Capital [Abstract] (Increase) decrease in receivables from clients Increase (Decrease) in Accounts Receivable (Increase) decrease in unbilled services Increase (Decrease) in Unbilled Receivables (Increase) decrease in current income tax receivable / payable, net Increase (Decrease) in Income Taxes Payable, Net of Income Taxes Receivable (Increase) decrease in other assets Increase (Decrease) in Other Operating Assets Increase (decrease) in accounts payable and accrued liabilities Increase (Decrease) in Accounts Payable and Accrued Liabilities Increase (decrease) in accrued payroll and related benefits Increase (Decrease) in Employee Related Liabilities Increase (decrease) in deferred revenues Increase (Decrease) in Deferred Revenue Net cash provided by operating activities Net Cash Provided by (Used in) Operating Activities Cash flows from investing activities: Net Cash Provided by (Used in) Investing Activities [Abstract] Purchases of property and equipment, net Payments to Acquire Property, Plant, and Equipment Investment in life insurance policies Payments for (Proceeds from) Life Insurance Policies Proceeds from Life Insurance Policy Proceeds from Life Insurance Policy Purchases of businesses, net of cash acquired Payments to Acquire Businesses, Net of Cash Acquired Payments to Acquire Investments Payments to Acquire Investments Capitalization of internally developed software Payments to Develop Software Proceeds from note receivable Proceeds from Sale and Collection of Notes Receivable Proceeds from Sale of Property, Plant, and Equipment Proceeds from Sale of Property, Plant, and Equipment Proceeds from Divestiture of Businesses, Net of Cash Divested Proceeds from Divestiture of Businesses, Net of Cash Divested Net cash used in investing activities Net Cash Provided by (Used in) Investing Activities Cash flows from financing activities: Net Cash Provided by (Used in) Financing Activities [Abstract] Proceeds from exercises of stock options Proceeds from Stock Options Exercised Shares redeemed for employee tax withholdings Payment, Tax Withholding, Share-based Payment Arrangement Share repurchases Proceeds from (Repurchase of) Equity Proceeds from bank borrowings Proceeds from Long-term Lines of Credit Repayments of bank borrowings Repayments of Long-term Debt Repayments of Convertible Debt Repayments of Convertible Debt Payments for debt issuance costs Payments of Debt Issuance Costs Payment for Contingent Consideration Liability, Financing Activities Payment for Contingent Consideration Liability, Financing Activities Net cash provided by (used in) financing activities Net Cash Provided by (Used in) Financing Activities Effect of exchange rate changes on cash Effect of Exchange Rate on Cash and Cash Equivalents Net increase (decrease) in cash and cash equivalents Cash and Cash Equivalents, Period Increase (Decrease) Cash and cash equivalents at beginning of the period Cash and Cash Equivalents, at Carrying Value Cash and cash equivalents at end of the period Supplemental disclosure of cash flow information: Supplemental Cash Flow Information [Abstract] Non-cash investing and financing activities: Non Cash InvestingFinancing Activities [Abstract] Non Cash Investing and Financing Activities [Abstract] Property and equipment expenditures and capitalized software included in accounts payable and accrued expenses Capital Expenditures Incurred but Not yet Paid Notes Assumed Notes Assumed Share Repurchases Initiated but not yet Settled Share Repurchases Initiated but not yet Settled Share repurchases recognized during the period that have not yet been settled by the bank. Common stock issued related to business acquisition Stock Issued Cash paid during the year for: Cash Paid During Year For [Abstract] Cash paid during year for. Interest Interest Paid, Including Capitalized Interest, Operating and Investing Activities Income taxes Income Taxes Paid Leases [Abstract] Leases of Lessee Disclosure [Text Block] Leases of Lessee Disclosure [Text Block] Acquisitions Business Combination Disclosure [Text Block] Postemployment Benefits [Abstract] Employee Benefit and Deferred Compensation Plans Compensation and Employee Benefit Plans [Text Block] Fair Value Disclosures - Convertible Debt Investment Reconciliation [Abstract] Fair Value Disclosures - Convertible Debt Investment Reconciliation [Abstract] Related Party [Axis] Related Party [Axis] Related Party [Domain] Related Party [Domain] Shorelight Holdings Llc [Member] Shorelight Holdings Llc [Member] Shorelight Holdings Llc [Member] Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Other Comprehensive Income (Loss) Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Other Comprehensive Income (Loss) Income Tax Disclosure [Table] Income Tax Disclosure [Table] Income Tax Disclosure [Table] Foreign[Member] Foreign Tax Authority [Member] Nature of Uncertainty [Axis] Nature of Uncertainty [Axis] Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Nature of Uncertainty [Domain] Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Nature of Uncertainty [Domain] Effect of Fourth Quarter Event Type [Axis] Effect of Fourth Quarter Event Type [Axis] Effect of Fourth Quarter Events, Type [Domain] Effect of Fourth Quarter Events, Type [Domain] Huron Legal [Member] Huron Legal [Member] Huron Legal [Member] Disposal Group Name [Axis] Disposal Group Name [Axis] Disposal Groups, Including Discontinued Operations, Name [Domain] Disposal Group Name [Domain] Discontinued operations [Member] Discontinued Operations [Member] Income Tax Authority [Axis] Income Tax Authority [Axis] Income Tax Authority [Domain] Income Tax Authority [Domain] State and Local Jurisdiction [Member] State and Local Jurisdiction [Member] Federal [Member] Domestic Tax Authority [Member] Income Tax Disclosure [Line Items] Income Tax Disclosure [Line Items] Income Tax Disclosure [Line Items] Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount Additional Income Tax Expense or Benefit due to Tax Reform Additional Income Tax Expense or Benefit due to Tax Reform Additional Income Tax Expense or Benefit due to Tax Reform Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount Effective Tax Rate For Discontinued Operations Effective Tax Rate For Discontinued Operations Effective Tax Rate For Discontinued Operations Discontinued Operation, Tax Effect of Discontinued Operation Discontinued Operation, Tax Effect of Discontinued Operation Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax Deferred Tax Assets, Valuation Allowance Tax Credit Carryforward, Amount Tax Credit Carryforward, Amount Tax Credit Carryforward, Expiration Date Tax Credit Carryforward, Expiration Date Operating Loss Carryforwards Operating Loss Carryforwards Unrecognized Income Tax Benefits Income Tax Examination, Penalties and Interest Accrued Income Tax Examination, Penalties and Interest Accrued Income Tax Examination Period Income Tax Examination Period Income Tax Examination Period Summary of Carrying Amounts of Debt Schedule of Long-term Debt Instruments [Table Text Block] Schedule of Maturities of Long-term Debt Schedule of Maturities of Long-term Debt [Table Text Block] Schedule of Notes Convertible Debt [Table Text Block] Summary of Interest Expense Recognized Interest Expense Disclosure [Table Text Block] Tabular disclosure of components of interest expense recognized during the period related to the convertible senior notes. Components of interest expense include the contractual interest coupon, the amortization of debt issuance costs, and the amortization of the debt discount. Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract] Accounts receivable Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables Costs in Excess of Billings, Current Costs in Excess of Billings, Current Prepaid expenses and other current assets Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets Property and equipment Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract] Accounts payable Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable Accrued expenses and other current liabilities Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Accrued Liabilities And Other Liabilities Current Business combination recognized identifiable assets acquired and liabilities assumed accrued liabilities and other liabilities current. Accrued payroll and related benefits Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed Current Liabilities Accrued Payroll and Benefits Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accrued payroll and benefits. Deferred revenues Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Deferred Revenue Total identifiable net assets Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net Goodwill Total purchase price Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets Schedule Of Valuation And Qualifying Accounts Reserves Table [Text Block] A schedule of allowance and reserve accounts including their beginning and ending balances, as well as a reconciliation by type of activity during the period. Fair Value Disclosures - Contingent Consideration Reconciliation [Abstract] Fair Value Disclosures - Contingent Consideration Reconciliation [Abstract] Change in Fair Value, Reason [Axis] Change in Fair Value, Reason [Axis] Change in Fair Value, Reason [Axis] Change in Fair Value, Reason [Domain] Change in Fair Value, Reason [Domain] [Domain] for Change in Fair Value, Reason [Axis] Foreign Currency Gain (Loss) [Member] Foreign Currency Gain (Loss) [Member] Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Period Increase (Decrease) Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Period Increase (Decrease) Operating lease right-of-use asset [Member] Operating lease right-of-use asset [Member] Operating lease right-of-use asset [Member] Operating lease liability current [Member] Operating lease liability current [Member] Operating lease liability current [Member] Other Liabilities [Member] Other Liabilities [Member] Deferred rent credit noncurrent [Member] Deferred rent credit noncurrent [Member] Deferred rent credit noncurrent [Member] Operating lease liability noncurrent [Member] Operating lease liability noncurrent [Member] Operating lease liability noncurrent [Member] Initial Application Period Cumulative Effect Transition [Axis] Initial Application Period Cumulative Effect Transition [Axis] Initial Application Period Cumulative Effect Transition [Domain] Initial Application Period Cumulative Effect Transition [Domain] Adjustments for Change in Accounting Principle [Axis] Adjustments for Change in Accounting Principle [Axis] Adjustments for Change in Accounting Principle [Domain] Adjustments for Change in Accounting Principle [Domain] Operating Lease, Right-of-Use Asset Operating Lease, Right-of-Use Asset New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification Accrued expenses and other current liabilities Accrued Liabilities, Current Operating Lease, Liability, Current Operating Lease, Liability, Current Deferred compensation and other liabilities Deferred Compensation And Other Liabilities Aggregate carrying value, as of the balance sheet date, of the liabilities for all deferred compensation arrangements and all other non current obligations not separately disclosed in the balance sheet payable beyond one year (or the operating cycle, if longer). Deferred lease incentives Deferred Rent Credit, Noncurrent Operating Lease, Liability, Noncurrent Operating Lease, Liability, Noncurrent Schedule of Restructuring Reserve by Type of Cost Schedule of Restructuring Reserve by Type of Cost [Table Text Block] Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] Foreign currency translation adjustments, beginning balance Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax Foreign currency translation adjustment, net of tax Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax Other Comprehensive Income (Loss), Securities, Available-for-Sale, Unrealized Holding Gain (Loss) Arising During Period, after Tax Other Comprehensive Income (Loss), Securities, Available-for-Sale, Unrealized Holding Gain (Loss) Arising During Period, after Tax Foreign currency translation adjustments, ending balance Unrealized loss on investment, beginning balance AOCI, Debt Securities, Available-for-sale, Adjustment, after Tax Unrealized loss on investments Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, after Tax Unrealized loss on investment, ending balance Unrealized gain (loss) on cash flow hedges, beginning balance Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax Change in fair value Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax Reclassification adjustment into earnings Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax Unrealized gain (loss) on cash flow hedges, ending balance Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Table] Disposal Groups, Including Discontinued Operations [Table] Retained Earnings [Member] Retained Earnings [Member] Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification Basis of Presentation and Principles of Consolidation Consolidation, Policy [Policy Text Block] Use of Estimates Use of Estimates, Policy [Policy Text Block] Revenue Recognition Revenue [Policy Text Block] Commissions Expense, Policy [Policy Text Block] Commissions Expense, Policy [Policy Text Block] Allowances for Doubtful Accounts and Unbilled Services Receivable [Policy Text Block] Direct Costs and Reimbursable Expenses Cost of Goods and Service [Policy Text Block] Cash and Cash Equivalents Cash and Cash Equivalents, Policy [Policy Text Block] Concentrations of Credit Risk Concentration Risk, Credit Risk, Policy [Policy Text Block] Investments Marketable Securities, Policy [Policy Text Block] Property and Equipment Property, Plant and Equipment, Policy [Policy Text Block] Deferred Lease Incentives Lessee, Leases [Policy Text Block] Software Development Costs Research, Development, and Computer Software, Policy [Policy Text Block] Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] Impairment of Long-Lived Assets Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] Goodwill Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] Business Combinations Business Combinations Policy [Policy Text Block] Income Taxes Income Tax, Policy [Policy Text Block] Share-Based Compensation Share-based Payment Arrangement [Policy Text Block] Sponsorship and Advertising Costs Advertising Cost [Policy Text Block] Debt Issuance Costs Debt, Policy [Policy Text Block] Foreign Currency Foreign Currency Transactions and Translations Policy [Policy Text Block] Segment Reporting Segment Reporting, Policy [Policy Text Block] New Accounting Pronouncements New Accounting Pronouncements, Policy [Policy Text Block] Derivatives, Policy [Policy Text Block] Derivatives, Policy [Policy Text Block] Interest rate swap agreement, effective date Derivative, Inception Date Interest rate swap agreement, end date Derivative, Maturity Date Interest rate swap agreement for a notional amount Derivative, Notional Amount Duration of LIBOR Duration Of Libor The duration of LIBOR which is used to calculate the interest received from the counterparty. Percentage of fixed rate Interest Rate Swap Fixed Interest Rate The fixed interest rate we pay to the counterparty of the interest rate swap. Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred Loss reclassification from accumulated OCI to income, estimate of time to transfer Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer Fair value measurement policy Fair Value Measurement, Policy [Policy Text Block] Statement of Comprehensive Income [Abstract] Revenues and reimbursable expenses: Revenues [Abstract] Reimbursable Revenues Reimbursable Revenues Reimbursable Revenues Total revenues and reimbursable expenses Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses): Direct Costs And Reimbursable Expenses Exclusive Of Depreciation And Amortization Shown In Operating Expenses [Abstract] Direct Costs And Reimbursable Expenses Exclusive Of Depreciation And Amortization Shown In Operating Expenses [Abstract] Direct costs Cost of Goods and Services Sold Amortization of intangible assets and software development costs Cost, Depreciation and Amortization Reimbursable expenses Reimbursable Expense Reimbursable Expense Total direct costs and reimbursable expenses Cost of Revenue Operating expenses and other operating gains: Operating Expenses [Abstract] Selling, general and administrative expenses Selling, General and Administrative Expense Restructuring charges (1) Restructuring Charges Litigation and other losses (gains), net Gain (Loss) Related To Litigation Settlement And Other Operating Gains Amount of (gain) loss recognized in settlement of litigation and insurance claims and other operating activities. Also includes the amount of increase (decrease) in the fair value of a contingent consideration liability, including, but not limited to, differences arising upon settlement. Depreciation and amortization Depreciation, Depletion and Amortization, Nonproduction Total operating expenses and other losses (gains), net Operating Expenses Operating income (loss) Other income (expense), net Nonoperating Income (Expense) [Abstract] Interest Expense Net Of Interest Income Interest Income (Expense), Nonoperating, Net Other Nonoperating Income (Expense) Other Nonoperating Income (Expense) Nonoperating Income (Expense) Nonoperating Income (Expense) Income (loss) from continuing operations before taxes Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest Income tax expense (benefit) Net income (loss) from continuing operations Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent Net income (loss) Net earnings per basic share: Earnings Per Share, Basic [Abstract] Net income from continuing operations, per basic share (in USD per share) Income (Loss) from Continuing Operations, Per Basic Share Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share Net income, per basic share (in USD per share) Earnings Per Share, Basic Net earnings per diluted share: Earnings Per Share, Diluted [Abstract] Net income from continuing operations, per diluted share (in USD per share) Income (Loss) from Continuing Operations, Per Diluted Share Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share Net income, per diluted share (in USD per share) Earnings Per Share, Diluted Weighted average shares used in calculating earnings per share: Weighted Average Number of Shares Outstanding, Diluted [Abstract] Basic (shares) Weighted Average Number of Shares Outstanding, Basic Diluted (shares) Weighted Average Number of Shares Outstanding, Diluted Comprehensive income (loss): Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] Foreign currency translation adjustments, net of tax Unrealized gain (loss) on investment, net of tax Unrealized gain (loss) on cash flow hedging instruments, net of tax Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax Other comprehensive income Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent Comprehensive income (loss) Comprehensive Income (Loss), Net of Tax, Attributable to Parent U.S. Income (Loss) from Continuing Operations before Income Taxes, Domestic Foreign Income (Loss) from Continuing Operations before Income Taxes, Foreign Property, Plant and Equipment [Table] Property, Plant and Equipment [Table] Leasehold Improvements [Member] Leasehold Improvements [Member] Assets under Construction [Member] Asset under Construction [Member] Property, Plant and Equipment [Line Items] Property, Plant and Equipment [Line Items] Property and equipment Property, Plant and Equipment, Gross Accumulated depreciation and amortization Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment Property and equipment, net Property, Plant and Equipment, Net Schedule of Restructuring and Related Costs [Table] Schedule of Restructuring and Related Costs [Table] Restructuring Type [Axis] Restructuring Type [Axis] Type of Restructuring [Domain] Type of Restructuring [Domain] Office Space Reductions [Member] Office Space Reductions [Member] Office Space Reductions [Member] Other Restructuring [Member] Other Restructuring [Member] Employee Severance [Member] Employee Severance [Member] Restructuring Charges [Line Items] Restructuring Cost and Reserve [Line Items] Restructuring Reserve [Roll Forward] Restructuring Reserve [Roll Forward] Restructuring reserve, period start Restructuring Reserve Restructuring additions Increase (Decrease) in Restructuring Reserve Payments for restructuring Payments for Restructuring Restructuring reserve adjustments Restructuring Reserve, Accrual Adjustment Restructuring reserve, period end Business Combination, Separately Recognized Transactions [Table] Business Combination, Separately Recognized Transactions [Table] Business Combination, Separately Recognized Transactions [Line Items] Business Combination, Separately Recognized Transactions [Line Items] Business acquisition, pro forma revenue Business Acquisition, Pro Forma Revenue Business acquisition, pro forma net income (loss) Business Acquisition, Pro Forma Net Income (Loss) Business acquisition, pro forma earnings per share, basic (in USD per share) Business Acquisition, Pro Forma Earnings Per Share, Basic Business acquisition, pro forma earnings per share, diluted (in USD per share) Business Acquisition, Pro Forma Earnings Per Share, Diluted Accelerated Share Repurchases [Table] Accelerated Share Repurchases [Table] Share Repurchase Program [Axis] Share Repurchase Program [Axis] Share Repurchase Program [Domain] Share Repurchase Program [Domain] Share Repurchase Program [Member] Share Repurchase Program [Member] Share Repurchase Program [Member] Accelerated Share Repurchases [Line Items] Accelerated Share Repurchases [Line Items] Share repurchase authorized amount Stock Repurchase Program, Authorized Amount Shares repurchased Stock Repurchased and Retired During Period, Shares Stock Repurchased and Retired During Period, Value Stock Repurchased and Retired During Period, Value Stock Repurchase Program, Remaining Authorized Repurchase Amount Stock Repurchase Program, Remaining Authorized Repurchase Amount Income Taxes Income Tax Uncertainties, Policy [Policy Text Block] Equity Incentive Plans Share-based Payment Arrangement [Text Block] Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table] Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table] Antidilutive Securities [Axis] Antidilutive Securities [Axis] Antidilutive Securities, Name [Domain] Antidilutive Securities, Name [Domain] Warrant [Member] Warrant [Member] Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] Total anti-dilutive securities Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount Reimbursable expenses Gross profit Gross Profit Operating income Net income from continuing operations Net income, per basic share (in USD per share) Net income, per diluted share (in USD per share) Operating Lease, Liability Operating Lease, Liability Lessee, Lease, Description [Table] Lessee, Lease, Description [Table] Restructuring Charges [Member] Restructuring Charges [Member] Lessee, Lease, Description [Line Items] Lessee, Lease, Description [Line Items] Lessee, Operating Lease, Renewal Term Lessee, Operating Lease, Renewal Term Operating Lease, Impairment Loss Operating Lease, Impairment Loss Lease, Cost Lease, Cost Operating Leases, Rent Expense, Net Operating Leases, Rent Expense, Net Operating Leases, Future Minimum Payments Receivable Operating Leases, Future Minimum Payments Receivable Gain (Loss) on Termination of Lease Gain (Loss) on Termination of Lease Lessee, Operating Lease, Description Lessee, Operating Lease, Description Components of Segment Information Segment Reporting Information, Profit (Loss) [Abstract] Segment operating income as a percentage of segment revenues Operating Income Loss As Percent Of Revenues Segment operating income (loss) as percent of segment revenues. Other operating expenses and gains Other Selling, General and Administrative Expense Gain (Loss) Related To Litigation Settlement And Other Operating Gains Depreciation and amortization expense Other expense, net Number of Shares Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] Nonvested stock, number of shares, beginning balance Granted, number of shares Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period Vested, number of shares Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period Forfeited, number of shares Nonvested stock, number of shares, ending balance Weighted Average Grant Date Fair Value (in dollars) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] Nonvested stock, weighted average grant date fair value, beginning balance (in USD per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value Vested, weighted average grant date fair value (in USD per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value Forfeited, weighted average grant date fair value (in USD per share) Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value Nonvested stock, weighted average grant date fair value, ending balance (in USD per share) Operating Lease, Cost Operating Lease, Cost Short-term Lease, Cost Short-term Lease, Cost Variable Lease, Cost Variable Lease, Cost Sublease Income Sublease Income Schedule of Supplemental Balance Sheet Information for Operating Leases [Table Text Block] Schedule of Supplemental Balance Sheet Information for Operating Leases [Table Text Block] Schedule of Supplemental Balance Sheet Information for Operating Leases [Table Text Block] Schedule of Supplemental Operating Lease Information [Table Text Block] Schedule of Supplemental Operating Lease Information [Table Text Block] [Table Text Block] for Schedule of Supplemental Operating Lease Information [Table] Lessee, Operating Lease, Liability, Maturity [Table Text Block] Lessee, Operating Lease, Liability, Maturity [Table Text Block] Lease, Cost [Table Text Block] Lease, Cost [Table Text Block] Goodwill and Intangible Assets Goodwill and Intangible Assets Disclosure [Text Block] Schedule of Finite-Lived Intangible Assets [Table] Schedule of Finite-Lived Intangible Assets [Table] Technology-Based Intangible Assets [Member] Technology-Based Intangible Assets [Member] Finite-Lived Intangible Assets [Line Items] Finite-Lived Intangible Assets [Line Items] Intangible assets Finite-Lived Intangible Assets, Net [Abstract] Gross carrying amount Finite-Lived Intangible Assets, Gross Accumulated Amortization Finite-Lived Intangible Assets, Accumulated Amortization Valuation and Qualifying Accounts SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] Changes in Carrying Amount of Goodwill Schedule of Goodwill [Table Text Block] Intangible Assets Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] Schedule of Finite-Lived Intangible Assets, Future Amortization Expense Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] Equity Components [Axis] Equity Components [Axis] Equity Component [Domain] Equity Component [Domain] Note Hedge [Member] Note Hedge [Member] Note Hedge [Member] Variable Rate [Axis] Variable Rate [Axis] Variable Rate [Domain] Variable Rate [Domain] Base Rate [Member] Base Rate [Member] London Interbank Offered Rate (LIBOR) [Member] London Interbank Offered Rate (LIBOR) [Member] Debt Conversion, Original Debt, Due Date of Debt Debt Conversion, Original Debt, Due Date of Debt Proceeds from Lines of Credit Proceeds from Lines of Credit Repayments of Debt Repayments of Debt Effective interest rate of debt Debt Instrument, Interest Rate, Effective Percentage Payments of Debt Issuance Costs Liability issuance costs Debt Issuance Costs Assigned To Liability Total debt issuance costs assigned to the liability component of the convertible senior notes based on the relative fair value of the liability component to the total value of the notes issued. Equity issuance costs Issuance Costs Assigned To Equity Total issuance costs assigned to the equity component of the convertible senior notes based on the relative fair value of the equity component to the total value of the notes issued. Conversion price of convertible notes (in USD per share) Debt Instrument, Convertible, Conversion Price Common stock purchased (in shares) Common Stock Underlying Convertible Senior Note And Related Transactions The number of shares of common stock underlying the convertible senior notes as well as the warrants and convertible note hedge transactions purchased concurrently with the issuance of the convertible senior notes. Aggregate amount for convertible hedge Payments For Note Hedges The cash outflow associated with the amount paid for convertible senior note hedges. Common stock price (in USD per share) Class of Warrant or Right, Exercise Price of Warrants or Rights Aggregate proceeds from the sale of warrants Proceeds from Issuance of Warrants Deferred income taxes, net Deferred Tax Liabilities, Net, Noncurrent Deferred tax asset Deferred Tax Assets, Net of Valuation Allowance, Noncurrent Line of credit current borrowing capacity Line of Credit Facility, Current Borrowing Capacity Maturity date Line of Credit Facility, Expiration Date Optional increase In revolver Optional Increase In Revolver Optional increase in revolver. Aggregate principal amount - Senior secured credit facility Line of Credit Facility, Maximum Borrowing Capacity Debt Instrument, Basis Spread on Variable Rate Debt Instrument, Basis Spread on Variable Rate Percentage of pledged voting stock in domestic subsidiaries Percentage Of Pledged Voting Stock In Domestic Subsidiaries The percentage of pledged voting stock or other equity instruments in the domestic subsidiaries to secure the revolver and term loan. Percentage of pledged voting stock in foreign subsidiaries Percentage Of Pledged Voting Stock In Foreign Subsidiaries The percentage of pledged voting stock or other equity instruments in the foreign subsidiaries to secure the revolver and term loan. Maximum consolidated leverage ratio Debt Instrument, Covenant, Consolidated Leverage Ratio, Maximum Debt Instrument, Covenant, Consolidated Leverage Ratio, Maximum Debt Instrument, Covenant, Consolidated Leverage Ratio, Additional Increase Debt Instrument, Covenant, Consolidated Leverage Ratio, Additional Increase Debt Instrument, Covenant, Consolidated Leverage Ratio, Additional Increase for Certain Transactions Minimum interest coverage ratio Debt Instrument, Covenant, Interest Coverage Ratio, Minimum Debt Instrument, Covenant, Interest Coverage Ratio, Minimum Actual consolidated leverage ratio Debt Instrument, Covenant, Actual Consolidated Leverage Ratio Debt Instrument, Covenant, Actual Consolidated Leverage Ratio Actual interest coverage ratio Debt Instrument, Covenant, Actual Interest Coverage Ratio Debt Instrument, Covenant, Actual Interest Coverage Ratio Percentage of weighted average interest rate of borrowings Debt, Weighted Average Interest Rate Outstanding letters of credit Unused borrowing capacity under Credit Agreement Line of Credit Facility, Remaining Borrowing Capacity Debt Instrument, Maturity Date Debt Instrument, Maturity Date Repayment of Principal at Maturity Date Repayment of Principal at Maturity Date Repayment of Principal at Maturity Date Property and equipment, net Schedule of Restricted Stock Activity Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] Schedule of Performance-Based Stock Activity Schedule of Nonvested Performance-based Units Activity [Table Text Block] Schedule of Stock Option Activity Share-based Payment Arrangement, Option, Activity [Table Text Block] Derivative Instruments and Hedging Activity Derivative Instruments and Hedging Activities Disclosure [Text Block] Corporate, Non-Segment [Member] Corporate, Non-Segment [Member] Restructuring Plan [Axis] Restructuring Plan [Axis] Restructuring Plan [Domain] Restructuring Plan [Domain] Wisconsin Office [Member] Wisconsin Office [Member] Wisconsin Office [Member] San Francisco Office [Member] San Francisco Office [Member] San Francisco Office [Member] Chicago, Illinois [Member] Chicago, Illinois [Member] Chicago, Illinois [Member] LakeOswegoOregon [Member] LakeOswegoOregon [Member] LakeOswegoOregon [Member] Middleton, Wisconsin [Member] Middleton, Wisconsin [Member] Exit of office space in Middleton, Wisconsin Houston, Texas [Member] Houston, Texas [Member] Exit of office space in Houston, Texas Restructuring additions Loss on disposal Restructuring charge liability Restructuring and Related Cost, Accelerated Depreciation Restructuring and Related Cost, Accelerated Depreciation Statement of Stockholders' Equity [Abstract] Statement [Table] Statement [Table] Accounting Standards Update 2016-09 [Member] Accounting Standards Update 2016-09 [Member] Accounting Standards Update 2018-02 [Member] Accounting Standards Update 2018-02 [Member] Accounting Standards Update 2014-09 [Member] Accounting Standards Update 2014-09 [Member] Common Stock [Member] Common Stock [Member] Treasury Stock [Member] Treasury Stock [Member] Additional Paid-in Capital [Member] Additional Paid-in Capital [Member] Accumulated Other Comprehensive Income (Loss) [Member] AOCI Attributable to Parent [Member] Statement [Line Items] Statement [Line Items] Increase (Decrease) in Stockholders' Equity [Roll Forward] Increase (Decrease) in Stockholders' Equity [Roll Forward] Beginning balance Stockholders' Equity Attributable to Parent Beginning balance, shares Shares, Issued Share-based compensation APIC, Share-based Payment Arrangement, Increase for Cost Recognition Issuance of common stock in connection with: Issuance Of Common Stock In Connection With [Abstract] Issuance Of Common Stock In Connection With [Abstract] Restricted stock awards, net of cancellations Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures Restricted stock awards, net of cancellations, shares Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures Stock Issued During Period, Value, Stock Options Exercised Stock Issued During Period, Value, Stock Options Exercised Stock Issued During Period, Value, Acquisitions Stock Issued During Period, Value, Acquisitions Stock Issued During Period, Shares, Acquisitions Stock Issued During Period, Shares, Acquisitions Shares redeemed for employee tax withholdings Share-based Payment Arrangement, Decrease for Tax Withholding Obligation Shares redeemed for employee tax withholdings, shares Share-based Payment Arrangement, Shares Withheld for Tax Withholding Obligation Adjustments to Additional Paid in Capital, Other Adjustments to Additional Paid in Capital, Other Share repurchases Share repurchases, shares Ending balance Ending balance, shares Summary of Fair Value of Consideration Transferred Schedule Of Fair Value Of Consideration Received [Table Text Block] Schedule Of Fair Value Of Consideration Received [Table Text Block] Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] Summary of Supplemental Pro Forma Consolidated Results of Operations Business Acquisition, Pro Forma Information [Table Text Block] Property and Equipment, Net Property, Plant and Equipment Disclosure [Text Block] Subsequent Event Type [Axis] Subsequent Event Type [Axis] Subsequent Event Type [Domain] Subsequent Event Type [Domain] Preferred Stock [Member] Preferred Stock [Member] Medically Home Group Inc. [Member] Medically Home Group Inc. [Member] Medically Home Group Inc. [Member] Long-term Investments Long-term Investments Debt Instrument, Convertible, Carrying Amount of Equity Component Lessee, Operating Lease, Liability, Payments, Due Next Twelve Months Lessee, Operating Lease, Liability, Payments, Due Next Twelve Months Lessee, Operating Lease, Liability, Payments, Due Year Two Lessee, Operating Lease, Liability, Payments, Due Year Two Lessee, Operating Lease, Liability, Payments, Due Year Three Lessee, Operating Lease, Liability, Payments, Due Year Three Lessee, Operating Lease, Liability, Payments, Due Year Four Lessee, Operating Lease, Liability, Payments, Due Year Four Lessee, Operating Lease, Liability, Payments, Due Year Five Lessee, Operating Lease, Liability, Payments, Due Year Five Lessee, Operating Lease, Liability, Payments, Due after Year Five Lessee, Operating Lease, Liability, Payments, Due after Year Five Lessee, Operating Lease, Liability, Payments, Due Lessee, Operating Lease, Liability, Payments, Due Lessee Operating Lease Liability Undiscounted Excess Lessee Operating Lease Liability Undiscounted Excess Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for operating lease. Quarterly Financial Information [Table Text Block] Quarterly Financial Information [Table Text Block] Assets Assets [Abstract] Current assets: Assets, Current [Abstract] Cash and cash equivalents Receivables from clients, net Accounts Receivable, after Allowance for Credit Loss, Current Income tax receivable Income Taxes Receivable, Current Prepaid Expense and Other Assets, Current Prepaid Expense and Other Assets, Current Total current assets Assets, Current Deferred Tax Assets, Net, Noncurrent Deferred Tax Assets, Net, Noncurrent Long-term investments Other non-current assets Other Assets, Noncurrent Intangible assets, net Intangible Assets, Net (Excluding Goodwill) Total assets Liabilities and stockholders’ equity Liabilities and Equity [Abstract] Current liabilities: Liabilities, Current [Abstract] Accounts payable Accounts Payable, Current Accrued payroll and related benefits Employee-related Liabilities, Current Business Combination, Contingent Consideration, Liability, Current Business Combination, Contingent Consideration, Liability, Current Total current liabilities Liabilities, Current Non-current liabilities: Liabilities, Noncurrent [Abstract] Business Combination, Contingent Consideration, Liability, Noncurrent Business Combination, Contingent Consideration, Liability, Noncurrent Total non-current liabilities Liabilities, Noncurrent Commitments and contingencies Commitments and Contingencies Stockholders’ equity Stockholders' Equity Attributable to Parent [Abstract] Common Stock, Value, Issued Common Stock, Value, Issued Treasury Stock, Value Treasury Stock, Value Additional paid-in capital Additional Paid in Capital, Common Stock Retained earnings Retained Earnings (Accumulated Deficit) Accumulated other comprehensive income Accumulated Other Comprehensive Income (Loss), Net of Tax Total stockholders’ equity Total liabilities and stockholders’ equity Liabilities and Equity Components of Accumulated Other Comprehensive Loss, Net of Tax Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] Total Weighted Average Grant Date Fair Value (in dollars) Earnings Per Share Reconciliation [Abstract] Weighted average common shares outstanding-basic Weighted average common stock equivalents Weighted Average Number Diluted Shares Outstanding Adjustment Weighted average common shares outstanding- diluted Operating Lease, Payments Operating Lease, Payments Right-of-Use Asset Obtained in Exchange for Operating Lease Liability Right-of-Use Asset Obtained in Exchange for Operating Lease Liability Operating Lease, Weighted Average Remaining Lease Term Operating Lease, Weighted Average Remaining Lease Term Operating Lease, Weighted Average Discount Rate, Percent Operating Lease, Weighted Average Discount Rate, Percent Employer contributions up to percent of employee's salaries Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay Employer matching contributions Defined Contribution Plan, Employer Discretionary Contribution Amount Deferred compensation liability Deferred Compensation Liability, Current and Noncurrent EX-101.PRE 15 hurn-20191231_pre.xml XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT GRAPHIC 16 a5thamendmentrentschedule.jpg begin 644 a5thamendmentrentschedule.jpg M_]C_X 02D9)1@ ! @$ D "0 #_X@Q824-#7U!23T9)3$4 0$ Q(3&EN M;P(0 !M;G1R4D="(%A96B 'S@ " D !@ Q !A8W-P35-&5 !)14,@ M0 9&5S8P 2D! M\@'Z @,"# (4 AT")@(O C@"00)+ E0"70)G G$">@*$ HX"F *B JP"M@+! M LL"U0+@ NL"]0, PL#%@,A RT#. -# T\#6@-F W(#?@.* Y8#H@.N [H# MQP/3 ^ #[ /Y! 8$$P0@!"T$.P1(!%4$8P1Q!'X$C 2:!*@$M@3$!-,$X03P M!/X%#044%]@8&!A8&)P8W!D@& M609J!GL&C :=!J\&P ;1!N,&]0<'!QD'*P<]!T\'80=T!X8'F0>L![\'T@?E M!_@("P@?"#((1@A:"&X(@@B6"*H(O@C2".<(^PD0"24).@E/"60)>0F/":0) MN@G/">4)^PH1"B<*/0I4"FH*@0J8"JX*Q0K<"O,+"PLB"SD+40MI"X +F NP M"\@+X0OY#!(,*@Q##%P,=0R.#*<,P S9#/,-#0TF#4 -6@UT#8X-J0W##=X- M^ X3#BX.20YD#G\.FPZV#M(.[@\)#R4/00]>#WH/E@^S#\\/[! )$"800Q!A M$'X0FQ"Y$-<0]1$3$3$13Q%M$8P1JA')$>@2!Q(F$D429!*$$J,2PQ+C$P,3 M(Q-#$V,3@Q.D$\43Y10&%"<4211J%(L4K13.%/ 5$A4T%585>!6;%;T5X!8# M%B86219L%H\6LA;6%OH7'1=!%V47B1>N%](7]Q@;&$ 891B*&*\8U1CZ&2 9 M11EK&9$9MQG=&@0:*AI1&G<:GAK%&NP;%!L[&V,;BANR&]H< APJ'%(<>QRC M',P<]1T>'4<=:AZ4'KX>Z1\3'SX?:1^4'[\?ZB 5($$@ M;""8(,0@\"$<(4@A=2&A(B>K)]PH#2@_*'$H MHBC4*08I."EK*9TIT"H"*C4J:"J;*L\K BLV*VDKG2O1+ 4L.2QN+*(LURT, M+4$M=BVK+>$N%BY,+H(NMR[N+R0O6B^1+\<-]1B)&9T:K1O!'-4=[1\!( M!4A+2)%(UTD=26-)J4GP2C=*?4K$2PQ+4TN:2^),*DQR3+I- DU*39--W$XE M3FY.MT\ 3TE/DT_=4"=0<5"[40914%&;4>92,5)\4L=3$U-?4ZI3]E1"5(]4 MVU4H5755PE8/5EQ6J5;W5T17DE?@6"]8?5C+61I9:5FX6@=:5EJF6O5;15N5 M6^5<-5R&7-9=)UUX7&EYL7KU?#U]A7[-@!6!78*I@_&%/8:)A]6))8IQB M\&-#8Y=CZV1 9)1DZ64]99)EYV8]9I)FZ&<]9Y-GZ6@_:)9H[&E#:9II\6I( M:I]J]VM/:Z=K_VQ7;*]M"&U@;;EN$FYK;L1O'F]X;]%P*W"&<.!Q.G&5&YXS'DJ>8EYYWI& M>J5[!'MC>\)\(7R!?.%]07VA?@%^8G["?R-_A'_E@$> J($*@6N!S8(P@I*" M](-7@[J$'82 A..%1X6KA@Z&I+CDTV3MI0@E(J4 M])5?EAMJ(FHI:C!J-VH^:D5J3'I3BEJ:8:IHNF_:=NI^"H M4JC$J3>IJ:H_ MR#W(O,DZR;G*.,JWRS;+MLPUS+7--:6YQ_GJ>@RZ+SI1NG0ZEOJ MY>MPZ_OLANT1[9SN*.ZT[T#OS/!8\.7Q'AP:(!L='2<=&R B M)R%Q@@&!<>)1X>'AX>'B4C*"@H*"@C+# P,# L-SL[.S<[.SL[ M.SL[.SL[_]L 0P(-"PL."PX1#P\2&!$1$1(7&Q@4%!<>%Q@@&!<>)1X>'AX> M'B4C*"@H*"@C+# P,# L-SL[.S<[.SL[.SL[.SL[_\ $0@"NP/A P B $1 M 0(1 O_$ !\ $% 0$! 0$! ! @,$!08'" D*"__$ +40 (! M P,"! ,%!00$ !?0$" P $$042(3%!!A-180'EZ@X2%AH>(B8J2DY25EI>8F9JBHZ2EIJ>HJ:JRL[2UMK>X MN;K"P\3%QL?(R;GZ.GJ\?+S]/7V]_CY^O_$ !\! M ,! 0$! 0$! 0$ ! @,$!08'" D*"__$ +41 (! @0$ P0'!00$ M $"=P ! @,1! 4A,08205$'87$3(C*!"!1"D:&QP0DC,U+P%6)RT0H6)#3A M)?$7&!D:)BH*#A(6&AXB)BI*3E)66EYB9FJ*CI*6FIZBIJK*SM+6VM[BYNL+#Q,7& MQ\C)RM+3U-76U]C9VN+CY.7FY^CIZO+S]/7V]_CY^O_: P# !$0(1 #\ M]+OM1M=-4/=3QPJ3@&218P3UP"Q'-55\3:4P+"^MB ",C ."?O=,U/JNI MP:/:RW=RVV.-6Y*D@@3QD@CJ#\W&.]-?Q/I,?WK^V')'-Q$.0 2/O>X_.K< M%TMRW[I@Z8^\K*R@C^$D-G."#T_&LJX\76L%]+8+%<2S1%-XBA:15WJ&4EEX M P>IH M)XDTN0J%OK8E@2H$\9) SDCYN0,'\J5_$>EH_EM?6P?\ NF>,-TST MW9Z4FDZY9Z\LAMG#B.9D/(SE"/FQDG&>A_&M+GG]* ,]?$.F.<"]MR3MX$\9 M/S#?0@U>HH R+WQ)86<#3">*3!QM65"2=VT@<] M1SGZ&FGQ/8BZ2W\^+YXFD#^:NWAE4#.<G$[?M<&0P!'G(""1D C=W': ME.MZ>&"&Z@W'&!YJ9YR1QG_9/Y'TK0HH H2:WI\>-UU ,D 9E09)( '7U(I7 MUJPB&6NH />5!_,U:4/ELD8SQ@8P,=^3GG/I6%#XUTVXO;NSC=F>UB:21@N8 M\*P5@",DD$@'CZ=Z -'^W+ L%^U09(!QYJ9YSCC/?!_(TIUS3]H;[7!@D 'S M4QDG &<]SQ6"/B+IGF.CBX2198XO(:$B5F)K'6+"34 M(')BC$F_*X==@W,".><<_C0!/_PD&FD$B\M\!22?.CP .I/S=*<-:F02 <'GJ*+RX%UILTH5U#VTC;74HXRA."IY!]C4 MVD_\>5M_UPB_] % #/[:L,[?M4&?3S4STSTSZ4G]N:?NV_:X,[L8\Y,YQNQC M/7'/TYJZ .>.O7^5 4 8 H J?VM9'.+F'/_71#_6D;6K! 2;J =WB#35&XWEN!SSYT>. 2?XO13^1]*:-:TI#5]8U3A0!]!CMBFKM1BH&">3@8!_'&,T 4%\2:6S!!?6Q M9L8'GQY.0",#=SD$&DB\2:;*BLUU"A8 [7EC5NQ_*E7Q%IK@LEY P 0G;*CX#,$4_* M3P6( /J:T-B\<#Y>G'3C''X4&-3G@GNNX7U-,$8_@7D@] M!U#;@?KN.?KS0!4_M_3@H;[9;X+$ ^='@D9R,[NHP?RJ1-8L9%W+=0D>HE0C M\\U)]AM\ >3'@;L?(O&X8;MW'7UI[P1R*%9%(&< @$<@KT^A(^E !;W,5Y&L ML,BR(PRK(P93VX(R#4,VJV=J2LMQ$A! (:15.2< :.69S$B-;NMU(0%)Q'MW%0,<],\55OO$VB MZ?M>YL9HU=E4.]A(B[F!.W+H,G@\#/MF@#=N-=L;90S3QG+QK\KJQR[A < ] M 3DGL,FI_P"U;+_GYA_[^)_C5+Q''&+12\:L%N+3@A2,?:(^/F!'Z?EUK59 MW!&>0?R.10!7_M6R_P"?F'_OXG^-']JV7_/S#_W\3_&GBTA&!Y:8'^R/0#T] M !^ J1X4=-C*"N,;2 5QZ8H @_M6R_Y^8?\ OXG^-']JV7_/S#_W\3_&K)0$ M@D#(Z'TIGDIN+A1N.><#/. >?^ C\AZ4 0_VK9?\_,/_ '\3_&C^U;+_ )^8 M?^_B?XU,((P2=BY.<\#G/7-(+>, C8N&.3\HY. &[]JL"UBWQZF@"1-9LG ;[1$/K(@/\Z=_:ME_S\P_]_$_QHL[ M:!E$@AC0DY^51V/'( J4V<=S0!'_:ME_S\Q?]_5_QI/[5 MLA_R\P_]_$_QJ9K>-VW,BD\\E03VSS^ _*D:UA?),:G.<_*.^0?SR: (_P"U M;+_GYA_[^)_C1_:ME_S\P_\ ?Q/\:F,$9.XHN?7 SQ3/L-ON+>4F2 "=JY(' M;..G% #/[5LO^?F'_OXG^-']JV7_ #\P_P#?Q/\ &G"QMT&U8D YXVC'((]/ M15)_%/AW$(#(PD@,D M86VED_=EV0\)&=HW @@]^HYH WO[5LO^?F'_ +^)_C4,FMV:21H)D8N6&592 M% 0N2QSP.,?4C\,I=?\ #MS>+8@PM+O,2@P-MW*/N!RFWC/3/?'>KE_8Q+>V M)2%/OR[CL'00L%S\O0< 5-PW ]>,\BI18P*VX1(&P/FV*#U!'./4 _@* &_VK9? M\_,/_?Q/\::NLV+Y"W4)P<'$J''ZTO\ 95E_S[0_]^T_PI5TRT7.((AD8.(U MY'ITH /[6LO^?F'_ +^)_C1_:ME_S\P_]_$_QH_LJSX_T>(?]LU_PI?[.M<[ MO(CR1C/EKGT]* $_M6R_Y^8?^_B?XTG]JV7_ #\Q?]_5_P :/[)LO^?:'_OV MG^%*NF6B'*V\0/J(U']* #^U;+_GYA_[^)_C5>;Q#8PS10F>/,N_:1(FT;!D MY^:K']F6FTKY$>"I:>BPQB-A=[P$4 G8N./IGM_ M]< U?[6LO^?F'_OXG^-']JV7_/S#_P!_$_QH_LFR_P"?:'_OVG^%!TRT;&8( MC@8'[M2 ,YQT]3F@ _M6R_Y^8?\ OXG^-']JV7_/S#_W\3_&H9=(MSM\N"W' M/):%6X]!C&*FCTRV0$>3%R<\1J!P(?_9A_.I?L5O\ \\DZ8^XO3._'3INY^M-_LVU^;]Q'\V=WR+SR#SQS MR!0!$VLV5NBF:[@'RY+>8JJ<<$\L<#/N<=*4ZW8# ^UPY.['[U.=H);OV )/ MIBIH[*WA(*1(I'3" >O3 ]S^=*+"W (\F/DDGY%Y)Z]N: (%UFP8X%U"> W$ MJ'@G /7H2.#4EEJ=IJ0+6L\#C<0>::_B'3(SAKV MW!YX,T8/ R?XNP!-73!&[AV12P& <#(_$\TV2UBE^^BM\P;E0?F P&Y'7'&: M *)\4Z0N,ZA:C(X_TB(?^S4-XHTA>NH6HZ=;B+N,C^+N.E:,:;5 .,]\# SW M('.,GWI0-N H&!_*@#//B32AS]NML9 _U\?4]!][J:'\2Z5&,O?6P'O/&/YM M6D*6@#,C\2Z5-G9?VS8Y.)XSCW^][4#Q%I;)=*A"E[ZV7< 5S/&,@]",M2KXATQUW+>VY& ,CDE1_%W(P/?BM*B@#+7 MQ+I3*6%_;$ GD3QD<#)YW=JK_P#"3Z6+ID-S;@^2C>9YL>&!9QL#9[%3D>_' M?&Y6.@QK4QQUL(!^4LOY]>V<=\9&0"9O$6EHI9KVW !Y/G1X'X[J!XBTP_\ M+];] ?\ 71]^A^]WK1%+0!G)X@TV1BJWEN2"1@3QDY'48#=J:?$&GY'^EV^T M@')G3G+;1QGIGCZ\5>FA68;6+8SGY69#^:D&G\XXH I1ZYI\V3'=P, <'$J' MGKCK[TC:]IRIO-W %XY\U,IP2,@=>IS1)KF MGQ8WW< W,%&94 )/8<\U?HH SVUS358*UW;[L\ RQYR?;.>]-?Q!ID60U[;K MMZYGC&._/S>E:5% &<-?TYLD7D!P 3B9.F2 >OJ"*C'B"S>\2T6:-F>)V&V5 M205:,!< ]6WC'K@UJUF3_P#(5MN1_P >=YWY_P!9;=/;UH O[%_NC\O_ *U% M._"B@#+\2VZWFGS1/:FZ5@H:%6V,PWJ25/\ >4?,!QDC&17FW_"-Z[/-;,T, M\ME!J:&.UF*-,(P0V2&.PKM&WE\9SV)->JWEF+Q=OF2)[QN4/;TZ_C4$NDI( M1MFN$Y'W9Y.V>/F)ZYY^G'>@#B?AK>W%I"]O!9L\4NJW8D<.JB +'#MR.02++'"\=MYW)V/, MH+%BHF=02?H0?UIYTE3_ ,MIQR3_ *^3N,8Z]NH_7- '+Z%!?^&S/'%I!D,N MI2@SJ]O$# TAV.0N7^7)PNT #H1TKN*H1Z5&@.99VR<\SR\>WRL*;)HT;Y(E MG!ZC$\V <$=-_(YZ'/MB@#1HK+_L2+C]]<\*0/\ 2I^^& MK8CB6['(Z7UWV/3F8]>E &Q165_PC=J23YEW_P"!]X/Y34A\.6I))DN^?2^O M /R$U &M160GAJV ^:6Z)]KZ] _+SS2_\(W:?\]+O_P/O?\ X]0 OBC_ )!L M_P#VS_\ 1BU6E9F\0PJ2=HTR=@.J@F>($^QQQ[_A5;Q!H5O;V$LB2761LQF] MNF'WU[-,144VAVR:O#&)+G#6DQ/^G763MD3')EW<9/ ..N1W !UE%9"^&;49 MS+=GGO?WG'MQ,*?_ &);1J_SW."O/^F7;' ';]Z2#].30!I #GCKU_E7GMAI MNI:9K]]JL&DOY4MNT<<8EMHR9,QDLW[S"ABA)(!ZYP>:ZW^P82NPRW.T-D8N M[H-TQ@OYI8\Y[@>W&:DFT*&9MWG7*\=%NIP/RWT <$OAJ]VR7U]879<=\_Z5/@Y '3?@= >,<_4Y=#HT,( \RX;KRUS. M3S_P.@#SF#PU?7;:AH#2HB!EYS]WG[3.,XY[. M!]?7Z4JZ8@^])*3CM/,!WY^^3^M &=807EMH7EW[[[@6LOF'.[G#8R1U(& 3 M6CHT:QVD&U0-T,1.!C)V 9/OQ5;4M,C2RN/GF)$$O)GE_NGMNQ^E,TO2D>SA M/G3C=;QXQ/(-N4'(&>W;.: -JD!!Z50;2$8,!-.,]")Y,K],D_KFAM)1@ )I MU//(GDR>".[$>_3J/3B@#0HJA_9497'F3_>)SY\N>NQQTZ?KS3/[& '%Q M<9QWF<\X SU'IG\3[8 +NTE\YXQTXZGOTSQCCGN?:I:S1HZA OGW&1GYO/?< M<@^^.,Y''89SSD?2$<$">X7('(G?CISR3U]Z -*BLY-(10 9IS@CDSR9X '8 MCKU/UXP.*:FC!6)-QN>?0>^0#3JAHS^99Q-ZAO4_Q'UYIJ MZ,B@@SW!.[.3.^0/[O! Q^&?>J>D:;'<6BL)YCN##*SO@$.V2,8&>W3MZY) M-VBJ/]DQ[]WFSX_N^?+C_P!"S^M,_L=-H'GW&?7SWR>/KC]* -&BLW^QTR?W M]QU_Y[OZD^OOC\!WR2Y=(0-GSK@_+C!GDQG.=W!SGMUQ[4 7LY_6G5FC15"! M?M%R3NSN\]]Q]O3'X9]Z#HR_\_-S]X'_ %[=!_#]#^?O0!I4P,#D ]#@^W&? MZUG+H8!)^U7)R#@>>V!GH1WX[9)]\TO]C#:%^T7.0&&[SVR<]">W'; ^N: - M.BLD:&1G-W=BS'W)-4I]%\Z1G^U7*[B3M67"C/8#!P* -.N=\:7NI6EELTN&1YY6"[T M56\M1@LV&XR1P!^/:KO]@_\ 3Y=_]_O_ +&C^P?^GR[_ ._W_P!C0!Y;'X4O M-.=VM=-N7233IH#YBH',K@CS" [ 9!&#V]:O7*W.JZ=%I%K;/+_ &7=69DD M1CEV".)D4$+AD9B/O=!G(XKT3^P?^GR[_P"_W_V-']@_]/EW_P!_O_L: /+/ M^$8UH7*74UKBZQJ6J:/%>K(8+ M*&.220XVM.!OZ_Q$'8O/HV.O/8_V#QC[9=]3SYQS].E+_8/_ $^7?_?[_P"Q MH 3Q-_QXM_UWM?\ THC_ ,]#_NM]TZU.0$7=W]T]949,GCHRYR.W'ZXI M_P#8/_3Y=_\ ?[_[&@#5HK(?P\6&!?7@]Q,,_JIIQT5L8%[=#W\Q"<?95=!;%K?Y" "9\@*!M!/'N>.GH$.GSQC#7L[^Y6W].GRPBD.FW! MS_I]Q_WS;?[7_3#W'Y#WR ><:Y<2^)8K6*WMYS'8RSP-<0J\LK,L05639_ Y M49.#VZ=X8M*UC2K"UD@M;N&]$"P1F%4:$QM,TI\T%248$\DGGC/>O3UT^=3D MWT[?5;?^D(J3['+_ ,_4W_?,/_QJ@#R[1O#6IPZI9036\F8-4N[B24HP@*,L M&TJ_();RS@9R.,UZ/J)07^GAB,^9/M&WK7V27_GZF_[Y MA_\ C596I6DHO;'_ $J09EE&2L);B)C@'R\ ''.0>.F#0!OBEK/.GSYS]NGZ M]-MMCO\ ],<]Q^0]\AT^?'%[/D<_=M^>0<']S[8Z=S[8 +P&,_X_XTM9[:;. M23]ON![!;;'ZP4+ITZGF^G/7@K;8[\<0@]_T^N0#1HK/_LZ89Q>S\MGI ?3( M&8CP#QW'N"/8T M\:0@(/G7! 4#!G?!(ZMP3N<@\$=.@_7FE?2XW! >9<@C(N)LCCKRQYH OT5GG2HV#!GF^;MY\O'&,#Y MNG?D?IQ5BVM%M<[6=L@#YW9SQGGYB?7M0!8HJI-8K/)O9Y!QC:LC(OY*1_C[ MTP:5'M4&28D8Y\^7+<=\,!S0!>HJI_9L7]Z;_P ")O\ XNHY-+C;&))EP0>) MY><'IRQ'- %^BL\Z0C 8FG&!C_7R9Z$9Y;WS^ ]\G]DIC'G3]0<^?)GJ#C[V M.WIWH O!0.@[YIU9YTM"_P!^<#CI/)CCMRV><_I^8^DHQR)IP,C@3R8XQZDG M]: -"BLB7P[!(6)FNN>@^UW(4'KT613C//7VZ 80^&;8D'S;OZ"_N\'_ ,BT M :Y.*QU8KKDP!&#IT!(_B.)I<''<#)_/WI__ C=I_STN_\ P/O?_CU9::-! M_:\EOYEUM^Q1N/\ 3KL'/FN#D^;DC'09&.>N<@ ZJBLG_A&[3_GI=_\ @?>_ M_'J/^$;M/^>EW_X'WO\ \>H UJ0G%97_ CEH/\ EI=_^!][_P#'J7_A&[3_ M )Z7?_@?>_\ QZ@#5HK)_P"$;M/^>EW_ .!][_\ 'J/^$;M/^>EW_P"!][_\ M>H UJ*R?^$;M/^>EW_X'WO\ \>H_X1NT_P">EW_X'WO_ ,>H U&SC@C\1G^H MI165_P (W:?\]+O_ ,#[W_X]1_PC=I_STN__ /O?_CU &M6;.?^)I:_]>=Y MW_Z:6U1_\(W:?\]+O_P/O?\ X]5,Z);P:I:[9+CBWN7PUY=/RLD&.&D.1SR, MX/<'L =#BBDS_G-% #J*** "BBB@ HHHH B\Q=^SG.,]#C&<=<8_#-2T44 % M%%% !1110!E>*/\ D&S_ /;/_P!&+4,Q8:Y .0OV&8\,>3YL>,KZ 9Y]2!Z5 M-XH_Y!L__;/_ -&+4<__ "&[?!.?L-SD9P,>;#V[\GTX]><$ UPA,G<'H M[ \@D=??\NE &C368+C)QDXH.<''7\J;'N*C< #CD Y&>_.!G\J )*8&R3[' M'0CMG\:?10 4444 %%%% !30>!QCV_\ U4ZF.H<8.?P)!_,4 /HHHH **83C M'&.OJ"/4'H=F@ J-7W%A@C:V.1@'@'(]1S^=24 MF>: %HHHH **** "JFIG%I.>/]1)UZ?=/LW\C]#5NJNIDBTG(Z^3)C_OD^Z_ MS'U% ":8Y[8'\JM"JVGC$"=>_7K][_>;^=6#GM0 ZFLP49/%.HH M **** "BBB@ HHHH **C?=@[<9P<9..>W8_RIXZ4 ,D<1@L<\>@+'KCH 3^5 M/%+10 TL,@9YY/YI ?;=/) _P!=, =Q!!,#D8 X/ /7I6I6 M5J:DWFGG P+F4DDD'/V>4 #Z@DGMQZXH U:*2EH **** "BBB@!K=.N/RIU% M% !6/J2 ZII['.0+H=3CE%/0?3_.:V*R-2.-1L"?^GGUS_JQV% &O3&7=Q[C MN1T.>M-BF$P)4,,'!W(R]/\ > _,5(* %HHHH ***8$P2?4YZGTQ0 ^BBB@ MHHHH ***0GGI0 M%%-8XYQGIQQZT .HHHH 8$P2?4YZGTQ3Z** "BBB@ K#+ M@:\WR\_VGCUX_K0!L44E+0 M4444 %%%% !113!U/&.>O'/'6@!]%%% #1WYK.N/^0K:_P#7G=_^C+;W'\O\ M#IUFSH?[4MF]+.\'YR6Q_I0!?Y_S_P#JHIVT44 45T:U0( ' 3.W$THVY&#C MY^.*;%H5I"2T:NI.>5FE!YQGH_? S6C10!ECP[8[E;RB2N,9DD.,=.K=J?'I M%J0=JN R!"/,E7*@%0"I8< =.*T:* ,QO#M@ZX:'/S9R6?=G&/O;LX]LXIO_ M B^F_\ /#_Q^3_XJM,#@(N^!RTDISV'S%CZ4Y= L@ MH7RSC&,>9(5_B[%O]IOS/K6G10!E?\(OIO\ SP_\?D_^*J0Z':%&C*N48Y*F M64J3G.<;NN1UK1HH Y[6]+MM.TZ?R$*YV<;F8X!9CDD@,,\_EVI&T6U?>"KG?C=^^EP MV!CGY^?QKSKX@^*;J349(+*YEA%E"&81^;B61G0LC%, *J9.6XX([U/J/C_4 MB]_-:R0B&VBM)D7RMS.D_E#:6+#:1OR?E//% '?0Z+:6S*\<>&4K@[W)&,X M);('/(Z'O3QI5NF0@=!G.U)9$7\%5@!^ KB+[QKJ5KJ%U&K1>3;ZE:PLOEGS M&2?<#\^[ *[./E[]>,4P>/K]19LS0#S=7F@D4J0?*5T4$?-P!N.3@\X^A .\ M;3XF)),AR>1YTNW\M^,>U-DTNWE(8AL@*!B21>%)*_=8=,G%>3Z[XSU'4K.[ M@FD!CDM(YHRD9BP?M<:C#$[F7 ."0,^E=%XJO+B*TT"*WFF7SY+=&\F1X6D! M1!MW[AC.>YXZ\XH [0;:($"1U!&SH0K 'KS7'Z-XHUK7$:6:WS:3V=R=RQ[%B=0^!N+ M$N"%QG Y/3 Y[G2?^/*V_P"N$7_H H KKX>L578(V"\\"67'/!XW=\5&?#.F MJ,F' '_323_XJM>F,BOC< <$$9&>1T- &''/J?\:MI(LF2I!P2#@YY!P1]14E %0V$#.9&3E/6V!8R'<&9<$"1RHXQP,@?B #5BB@"'R$&>,YW?>);[W4 M#SC&>]2DXQQG)]N..M/H JW%A%=+L=2!\V0K,F M=W+ [2,@GKZTQ=-@52N&P2AP9'/*8*GEN"-HY'I5VB@"JUE&V[)D^9LG$LH] M>F&X'/08%.6U164C=E 0,NYZ^N3S^.>WH*L44 11Q"/=@GEB3EF;D^FXG ]A MQ0L2ISR?F+03@]3C.<=J62VCER'&X, ""25(!S]W M./KQSWJ>L_6X[J:SF6SF6&4K\LC+N"\C<<>NW./>@"RMM&C%L'<<_,2689Y( M!)) XZ#BHI-,@G(,@=L$$!I9"N1T.TMC]*\GM_$6J2:?H\37TH^V7\ZRR;V\ MP('B3 <\@#>QXZ<8Z4NB>(M?OS:#[4I5[.Z&'#G<(MV78ALE^ MKC3XAGF3D $^=+DX)(YW9[_THCT^&+=M#98Y),DA8G;MSN+9Z'CFO-? 'BN^ MLFTVPGV/!=-<;7^60GKG[V[/;UJ2*W2(EE')ZG.?XF;O[ ML:\VC\>:A86(^SQ1%++3].:7S@YEE,RQKE2K@ ?,.2#S4L'Q-O[I7O4@A6V% MY#!Y3;S<'>I.0VX+G@G 0^G.": .T\0V_G6I47 MS]]LYSNP#GIQTZ8XQBH$MXHF:,<;@ISYK^:V"3@DG=@=OF]1CU\NUGQ)J)-:U+3-9EDGV+']B)3YT>+S) M0(R",=PP(],&@#V!+9$D9UR"QR?F.">!G&<9P ,^G%/\MWMFB9=^#YD>]=Y8DDX*Y( YS[5Q$%]J"V\4TUPV9O$"H2 MLK@D)G?4 M]^]344 11PJF,9X& 2Q8XX[DGT%5]2CWVL_7/ER'JV,["O0=1[?CUJ[5741_ MHL_3_5/UP!]T^H(_2@!FGJPACYR 'SG<2?F]6V_J*G$0&1R MW3MQ46F_ZA,'/7T_O'TJW0!!);)(1NS@8X#,HX((X! Z@=OYFG>7DYYZ_P!Y MO?\ Q_S@4JH$R!GJ3R2>ISWS^72E)_SWH A6QC5MP,F3[G) MI#9Q'.-P!SP'<#DYZ X'3J*GZ$G/IQQQ2,VP$G.!Z D_D.?TH B-JC!0=Q"@ MC!=R"",'<"?F_P"!9IWD+\V#>X/(4C/3O[^IR@M4'=_N%/]8_0_P# NOOU]ZY2\O=4@\30 M6_VA3#-;SM'$%P@*H=I8]22W/TZ5Q\6LZOJ%AH\TEQO>350B_.Z;OG VR;< MKTQWP30!ZR+./(/S'!SR[GOGG)YP>F>G;%(EA$D@D^8L-V"TCMPV,CYFZ<#C MI7%2>*KO7/"^H78"130O)$Q3/;..F:W7W;3MQG!QD9YQQW%9VJ%5N]-SG)NI0", MX/\ HTQ(].V1GTH F31K5$\M58+@#B20=,X&=W09R/0\]:>NF6RKMV94*%VL M69< 8"X8D8]JN44 5HK1($1%W (00-[GH, 9)Y&.QXI8+5(,[2_. =TCO^6] MCBK%% %=;9%4IE\'_II(3V_BSD=/7^=+]G3;L(W *5^8E\@]02V6ZC Y[ M5HT4 9DWAZRN&WR1L[<#+2R,>.G5JH:EI5LU_8IL.UFNV8!F&2T0!)P>XKHJ MQ]3=5U+3@2/F-R ,XR?*SC\@: )F\/V3,S>6V6;E7*6@"J-/B5=H,F,*/];)_#TQ\W'X=>]/-JC9SN(/J[D? M>+8QGU./IQTXJ>B@"-(5C4*!P.G?\<]4@O&K$'/(R<\'K[XR?4\ MU:HH KBUC7@C/S9^8E^F!Z4YH05V_-C.>'8'KGJ#G'MT[=*FHH M@^S("#EN,?QN1P<\\\_UZ'BFFTC.[);YNI\Q\CG/!W9 ^F/2K-% $)@C*&,H MNT@Y7 QSR>*B.GPDC[X^15RLDB\)G RK#^\>M6Z* *AL(F7:VX\ C^SX)PA/F@*%"CS9DQMX!QN'/N>M7J* ,K_A&[ M IL\H[1+%*I91C@NW;ID@\_B:ACT2TB)9$*L2266216 M/_ E8''M5J5Y.0B G_:.U>O([G./;%2KG SUQSW_ ,* *+Z/;R,KL)"5.5)F ME)!Z^*GDM4EW!BWS$$XD<=.!T88'J!U[U8HH KBU14*#< ?]M\_GG(Z MU(8P0O7Y3QR2>A'\C4E% %9+1$W8+_,,',CM],98X^HJ00J&9LMEL _.V.!V M&<#\*>RANHXR#^1S3J *\MJDP 8N/]V1T/YJPS4::9%&,+O QC EE'Y?/P?4 M]:N5&V[<,$8P<\>XQSD=L]O_ *X Q+5$Q@O]S;S)(>"<]V//OU]ZJRX&I6_/ M6UNCC/\ MV_K6A5&;_D)6_\ UZW7_H=O0!? M;BIO%'_(-G_[9_\ HQ:I:W>II\T]W%M:>'2KMU!R5Q&RL P!'\0QP?7IW +_ M /PC]D@N=D2H;K/GL "9 #M'@CEB2SB"2A1(H!PP5@P!Y[ M$ UQ_AWX@7YE+W[PRVXL#;YOF;]O._.[=Z9SS7.ZO\1FBBD^RVD@EAO((94F5,@2!B/N2 M]3M(')'KUINM>(+I]5L M8PJ!W9.^23CMSP0 #J)/!NC7$<2/8Q;8U.U=N-N>3]T]<]3S4@\)Z/')'-]C MA#1JJJ2HX &U1@\5K)G:,YS@=<9_3C\J?0!S]SX9TS38KFZM[6..4P3_ #*, M'YE.>.E:ND_\>5M_UPB_] %&K?\ 'E<_]<)?_0#7.>(M=G\+Z#!>6J(SA+9 MKAC'@K_=5EQ^% '745YG?_%&[33;.>VBA:X<3-<(ROLC$;;J74.FW#VC8FNY%?R$1A*J@@(BO M(S[@>23MZ#G% 'IE1R.(E+'.!Z L?R4$FN!E^(37%_I\]J)3:2V]V\D/E(9R M85D/')Y^4$ -TZ^W0Z1XSL]&<A MXJRC[BPP1@XY[\ Y'MSBL?7_ !5!X>DABEAGE>82%%A17)$:[G/S,OW1R: ( M%^'^A+ UM]DS&S*VTRRM@KG!4ER5ZG.",]\U)-X)TB:.WB-OM6W0K&%>1,*Q MRP)5ANW'KNSG)]:H6?Q)TS4)H(8(YY&EC1_E1#LW2>7M8;\Y!QG:#P<],XK^ M!O%%_P");R]:X#+%$Y5$$:A%PW +[BQ?'426ZL<\GOG':I+OPGIE[+Z1$F822*65-NT?*PP/E&<8SWS6S1 M0!S]WX'T:]:-IK4-Y<4<:C?*!MCP$4@. P ]0:D_X0W2#=_;OLRB;S1+N#.! MYBDD.4#;"P))SCK6Y10!S=[H-IHEBR6*F#S+VTD9M[,=QN8LDF0MP<L?$"+'>1M(JYPHEEC7G'41LH/08SG':CQ!&9;-AG&);=CP6X69&/ Y/ M[8^HZC'OOB-IVG27,08P)F>3.P %L<[3U(]Z#\0M.,<+".PX.165%\0([ZZTY;2"22&[2YW$IB16C7.T?- M@D8^8=,$$$U4\+_$$WMG"M\&6XF\_P IQ%MA=]B#:R^>8D5><%N@([/M,MI9$E,J*ETUNT MIB80B1..V?IS0!,O@K2EGCN!'+YL8 1S=7)90.@!,AP.V.E)#X(TB"2- MT@8&.?SD'GS^6LF0=P0R;>YL;>6X;=(\:LQ\ORNO/W,G% $$'A73;6SGL8X,0SNS2)O<[ MF; )R6R,X'0BG6OAK3[*:&:&':\$'DQG>YVIDG;@G!ZGDY/O6J*6@!*R]4<& M\TY/^GF5NOI;3#IW^]6K6/JO%]IJC_GYF;)8=/LTH(P>O+ \=,?F :XI, '. M.:YGQ%XLFT74;&R2U+),KB/69M.:T*+':S2J[? M>?9DAE 'W21^E '7=*6O.V^(URZ:-/Y!1+J6<2J$+L0C*HV$GWYK8UGQO&F@ MR:MIP\WY@B[D(56+!26&1@#/XG [T =93%# G)!YXP,?U.:XOPGXFU#4M1BM MKEU9'TI+H?NO+?Z582W=GY6859W$JN^5 / V,N#G'4UA:-XWN9+:UFOD25[Q7,%O: M1GSL1[][,9)<8 7C'.3@9H [BBN%A^(AOM3M8;6!Y;::T\T[4!N VYU;@/MV MKMP0 3UQGBJ_B/X@F2QNGTU9(IX5@8M)'&?W3OMR!N<9R1PP!&>G6@#T*BN% M\7^,]0\/0:8UK'',]Q#(S[T8GY$C8E0C+CACZTEQ\0))-8AMK40O9GR!+,=Q M8&6-Y1@[@!\J^AQ@Y]* .W9P&"\Y()Z''! ZCCO_ )Q4E/+VSOIY+FVF^SQ6%O*T:K!\I=EW2[ MA(3@Y.U=Q/L.2)M.\<20:K?0W;220?;;2"W*)&%C,P?ES\K;3@@#:IA8YQ@].O&/YUQ%]JNM6FN+IK7T(1K5[DO\ 9>%4,_R;?-R0 M O7<*E;XC12Q!TMY$6>*Z-I(VQEE:'((VALKSC[WZ=: .UHK@X/B))9:5:WE M]:N7D0LS*T4<; -C*;I"2?\ 9 SU. .:TM"\03:KK5U&)2UM]BM9H5**I42J MIR3@,* .G9@& YY]CC\QP*?7 :9X]NM1UU8 JK8/--;QR%3EI(T#?>S MU8D8&.A QGFKEG\2+>YGCB>TN$$CSHC'8P+QA'XG'N #LZ*XM?B5:^ M7YDEI<(K6CW$9;9^\"G:0-K''/0GMSZ9OGQO;AHU$,I,FFQ7B@;/NR.(U3E@ M ] '1,Z@@$C)Z#."?PI]<#=>.Y=0;33:DP;]5%K<(?+ES@KE0XW#:= MWWA[XZ5WHH 6J$W_ "$;?_KUNO\ T."K]9UP"=2ML'_EVNN/7YX.* -&BF\> MOZT4 .HK-U+6%TF!KF:&8HO+;$$C*-NXL0A/ Y!/;'I@U0T?QG8ZTKRQ+*D* M;1YTJB*%B3C:K,PR1W'_ -:@#H:*QV\1VJHKD@*XRA\ZWPW.#@^;S@]?I3?^ M$KLAU=!P3S<6O;_MM0!M4WGG]*JV=\M\JO&A*,@99 T;HV<< H[9_EQUJ:25 MH\8C9\AONE>,#('S,.O0?KB@":BH&E< D1,<=!E,G@'CYL=\<^A]LQ?:Y<9^ MS2YY&,PY&,<_ZS'.?7M0!4X(Z-$,_ M^1!TH MTR2-9%*L 00001D$'J,5%Y[[BODOC ^;,>/I]_/Z5$+USD"VFR.H_ M=C'?J7 /X$^] %?Q1_R#9_\ MG_Z,6J6MVAU.]>QWLBW&F7*%AD@995SMSCC M=[9Z9[&7Q%W&:T-0\=6.ES".XBN%3SDB:8Q@0H[KN +%@>G)P#B@"A?_#TWD]], MMX4-S<6\RCR0P1X2<9^8;@=Q_N_C3+/PSJ4-GKDEVRS75[',B%,+N5862(8S MA>*&6*3Y8VV;':2%%8,N[(+R+T]_P , MBLR;QG#_ &Q#I5O&)BR!GD$T:*@/3 8_.>02 @QV]O)'/(XL(YR(D#XC VEB2PZ8)/L/I0!FS?"^.8Z@QN_FO8XUW M>5DH1(DKMGS/FWLF3T^M2W'PV2>_EN1=%8I;V*YDB\K),D>\\2%^ 3(QQM/7 M':MW_A*;+RX)MXVS1HZ;I(8R0_W?EDD4\GCIU%6$UJW,GDNRI)N5=C2P[\DX MQM$A.>G'N,4 8>N1SCMTYK:TCQ18Z]O%F^\QR,K+E58;<9;:6!* M\\$<5JNQ7.%+8&>,<]>.2/\ )H XW2?APNER64C7/FBUCNE*>5L\P3*X(SYA MVXW>_P"%)\,?#,V@P74MQ$8I)IL*C?>6-,[E:,;%U!*E2>QQD?]\DC]:R?"LC-I\& 2,S9)/(Q*P Q M_+VH VJ*YW1O&^EZX\RV\A/D@,[/A%"DXW98CC/]*T(=9M91)()XMB; 3YD9 MQDXW%@Y !S@9P<@] M!(4)\R, ,,;E^9AR,Y(Z\?3(!?HK%MO$L-UJTFEHA+):B?S P*%25 Q_O U M1@^(&EW%S%;#S@TLYA1FB98V<,%*ANAP2,_4>M '445075[5WD19HR8U+-B2 M,\#.[C=D;>^0!4%_XGT[3K66Z>X1DBV[O+82'YFVJ,*3U- &FJ[0 .PQR23^ M9I]5K.[AO(A- 0ROSE2ISVSD'%6: "N+\9Z1>ZSJ>E):L\6U+T23B(3)&)(E M7!#8'S %><=>M;WA3PH?#!N MO](\W[1/YG^K\O;UX^\V>OM4*?$322TBN\D>R&24>9&8]ZH2IV;L;R2#@#T/ MH:N:%XOL/$,LL-N7$D:JS)(AC;:W0@'J.GYCUH W**PXO%ME/-[2ZC\V&UO)(ST=+25D(R1D$#D<=J .AW9./8'H M.!U].]5]<\8V>D);^65N'GE\N M-$EC&?4EV8* #@XB MS%N5#$&^4_-SDM[=/?B.V^&TD+V4S72M)#J#W4K>4,R%FC8*ISE0 G3:W\.Y5;1+" M-7DP)TN+A4<1B,S>:H/)"D;WQG&3^GJX 4 8 H)]LTU-Q'S Y/0YXSQV'; M_)H DJKJ./LL^>GDR>G]T^O'YU8)X/&?;_\ 75?4AFUGST\F3_T$^X_F* &: M5_QZIC_:]/[Q].*NU1TLA+52<*!N/!R Q)Y.?YU1T7QAIFN_:/LTP_N 3CK@\=1UQ21ZG#*NY&4\A3AX MSAC_ DAL9SD<'M0!=HJG/J,%LGF.Z!=VTL715!P3C+,!GC&/?ZXJ0>([:YU M-M,17,BVPG+?*8MI*@8(8DGYAV_&@#7HKEH/B#I^TA MB!G X&3R>![U-I][#J4"7,#[XY%#J>.C#.,<8]P>?6@"W7FEMX.U'6I[U9)F MMX%UZ:X"-"RNV#Q(CG'#*<#J.,UZ+YK<$HW1?[O&<<=>WM^&>E8%QXYT^SGO MHYMZ+9F)7D(&UI),D1JH.YFX[#L.* .HHKG+SQSI MFGP1S3-*OF%@(S$PF 0$LQC(!"C')Z>G>M*+6;>:".Z1AY$@0K*655PP)R=S M \="",Y[=< &C65JRYNM..2#]L<9P#Q]EG..AX.*R-6^(-CI=W):"&:9HH?- ME,83:B[0>K.N3AAG&1SW.15LZK%K)T>YMU8QRW#.K$ [?]$N 5;:QPP/![9X MH B\4>&[S7;BSE@FBC6VF29=\;NQD4DX)5U&T\<#GWJJWA;5+G5HM3N+FW8K M#Y#(D4J*8RQ+8/FDAOF.#G@XXXKHFU:%.I'3/^LB]5'=QZ_H?;+)=7BACCDD M&T2?=)DA7OC )DP?7@GC\J .5T[X>W-F^G"2YC:.REG9=L;+(RR$'#-N(XQQ MQ[5-:> );?P]<:,;H%I9=PD"$!?G1MNW=T.SU[UTTVJQ0DAASN4??B&=QX(W M./;WY&!63JOCK3M-2]P6EDLQ&9$"E3EW$> 6 '!(R??OTH 9HGA&32-0CNS. M'":7#:8V%6)39\^*[33K%+WF16>)-J%2P,G0'G ([UII?02 M;=DB$.Q4$,N"R]5'/)Z\>W- %FBJ2ZE$Q8[.,D?>ZCOG\,TJZI:R M*S)/&P4J&(=2%+$ 9YXH N5CZF@?4]-/=39 M8@4(?#$$\X/& .:2_D\S4--9>5;[3R-I&/+R&SGH>V,]: -JBL37?%=CX;CA MDOF:/S68*N S\=20I(XR,X/<5-A ']: M -6BJ U>W$IBD=8V! &Z2+)W?=P Y//49 XI\FHVR*29H^)/+/[Q1\_]SDC# M>W6@"Y163JGB&UTRVN9RZR&W1F>-'5GX.WH#QR1UJI)XSL[?3+74YED5+AD5 M5"[WW,&(&%Z_=.* .AJ-=PSN(/)Z#'&>.,GMWK+TWQ18:G#)*LOEB*4QN)OW M+(XXVL&Q@U<_M2S"A_/BVLI(;S$P0IP3G/(!ZGM0!;I:Q)_%NG0:A#IS2_O9 MHU=",%"&#$#?G )V\>N1ZULYZ<4 4=!9[-+A%E-NK(ZS;\@Q%P,@,>]12^*=.ANH+-IE#S( M74[DV8]"V[J>V.M %#7/!W]K-IS^=@62NI01AC*K*BLH)=0I(7@\X)SVK*T7 MX8IIL-NK7&\I=&9\Q!696C">4<2,!CYCD$]:[-;MSTA<_*3UCZ]-OW_O?I[T M])W9BIA=0!]XF/!]N')_2@#B;+X8_9]BR7S.D-O=V-QXP, MG'XR7/PT2Y5U:\/S:;;VG$0X\DQN)/O]S&./KSW'9^:Q!_=MQCCY><]?XNW? M/X9H25F9E,; #HQ*[3],,3^8% '*?\('-+'=+/>AFN+*.W+"#8 $;*MM\PYX MXQD53UGP0]K8ZM)$6N9;K[,R(J^65:(X!!W\]<]NG>NW:5USB-CT[KZD9Y;T MY/M[\4V&9Y,;HF0X&<[3R0,C()Z?TH S/!^C-H&DVUHX&]5R^/[S$LWY9Q3F M"_VXN2<_V>V!DXQYPSTXZX]_PS6JSE?X2>1TQW./7MU_ESQ6'?W\>GW\US(K MXBTR:1P "=L<@;CG&3S@$CI0!)<^&H[K6$U1I,[;-K?RMORD%F.=V?1B,8K& MM/APEO);"2[:2WM5G$,1C52IF.6)<-SSV*U>TGQY9:LQ189HL6WV@&411J8M M^PN")", ]626*X)9K"WME/EXVF*,()/ MO2:[UV**2%+?[(QG]2!2&!",%5QG)! Z^OUH Y"V^'0M/)VWCD)J< M=ZP,:X9E_AP"N,^O./2NP?=M.W .#C(SSVXR/YT\# %12NR=$9NOW2O8$_Q M$=>@]SSQS0!*.E9EW@:G9Y4']Q=X/H4 M1+:7TDKQ+)#N*LR%65F+1Y7:G8^C:KIL6H*IEGFB$>XDQ3R0<=RQ1AD M#'?I62VCZ:D2S-J5T(V)"N=1F"$C.0&\S!Z&@#EM+\!WD&JVET;=VA4W#2+= M20OB5D?:VV(E=I;9]T$YR3QC#=*^'U]'%IB7%N@\J2_,_P \9(#H!"<@G.2O M'7&>1UKI[_3=.TV".>2^OF222.-"E[8O50S2 '%6I-"T^*586U&Z61L80 MZC.'.>F%,F3F@#I:*P)?#-K A>2\O54#)9K^X 'U)>J\VC:;;JC2:G:AON'VQJMY,98X?A1GDU8CT?3 M9E=TU*Z94 +,-1F*KG.,L),#I0!T]%Z5IUA9R7LE]>^2B%RZWUPP([8Q) MR2>![TZUT:QNUB*7UZ&EA614:^N%DVL,@E#)GZT :/BDA=-GR;'MI'Q]LN=VY749#;\8P>1]* .672KOQAX3TZUL8 MTS%.QF3G0U;2M+\,6K7%Q>7J1AAPMY/N8LP'"AQD\Y/YU>MO#5K=Q)+'>7Q5T5 ME/VZXY##(/W_ $H XN;PO<>&)5U(0R+;6*RRI%)<)(6=R ICCRJ\C.<].O> MM?7M%U3Q7%:3K:K#.#;2K(UR\D4?&Y@;=UVY!//RG.,9-=%_PB4'_/W?_P#@ M=<__ != \*0,,_:[_P#\#KD?S>@#DV\ 7 NU(MR]M&;V0PR7*JLCS1A-J&., M/&IP.K-T'3DFEJMI=Z#I&J?:U:"WF2&&UM'N#<["""65B6P,Y( ]L] :[:?P MU:6Z%Y+Z]11U9K^=5'U)?%5;O0-),:_:-1N-CCQO+3ADE4HZL5 ()'X@D5/X<\-7]EK*WUW%$ -*A MA+1A%7S1L!"HN,85<< #G XX&G-X?L;>,2R7]VB'&&;4)U4YY&"9,U7/V.YS_SPEQ_WP:X/7_!UYXBG@FA7;'_ &*L:MY@ M'[T%F5",@D-D DC%=#=^'+<6DLT=Y>L/(=U/VZX93\I(/W^0:+'PU#+;6[M= M7V7B0\7ES@$IN[/P/K]* .._X0C5A+*;BV9TN;.VB<6\ELI3RQ&I0^>#@#RP MPV>@YXXFO_ ^J-=W4L,&X'4;"6)S)'O,<:2B0YW @@LN1QD],XKM3X1@(P;N M^_\ ZX_^+H_X1*#_G[O_P#P.N?_ (N@"EX2TJYTB[U)9K4*L][//'.&C(9' M*[(\ [QCD\C%=56%_P (E!_S]W__ ('7/_Q='_")0?\ /W?_ /@=<_\ Q= & M[16%_P (E!_S]W__ ('7/_Q='_")0?\ /W?_ /@=<_\ Q= &[17/2>%H(P2; MR^55&2S7UQMQSG_EH,8]3Q5>;3-+@@:Z?4[H1*<%_P"T9RN?3(DZ^U '4URT M]O=R^'KFWM(@9F6ZA5%95 )F>-L,Q X&2,G/N3S5B#PY9W*!XKZ\=3G#+?W# M+QUY$F*IZ)XG1(EJD M4ZO8/;2+$PA(RQD#-YKX8[CU!'3IZLN_A_JTD4JQVP4MI=I'A9(D#S))$75@ M&PO?G MFM*N:BT/3YM^S4;MO+.'QJ$YVGW_ 'G%%IHFG:@"UMJ-U*!C)CU&=QSTY60T M =+7(>+)A::YH,S#(#WR#D#+R1*B+R1]X\5YWXI\2:KH6JW-I;7]P(XF"J'E M:0X(#%=9\32WES>6++-)&J6_[Z!HH45PX&1)N+-@KG;C+$T^Q34?#&IMJ=U9XD MNA!:16ZR*6/R)ODS'YGW?*&?7/:NG@LM.NKF;3HM2O3.D8+J+J?@#'L_",FG^%9--6'?/+$7D02B(F1B"1Y@W+E0 O]UMN#P2:P++P5JI_L M\S6D?[K4P\G^H#>0NP*9-IPQ 4X"D]]P)KMV\+(26%]? G XNG(QM"XVG*^^ M<9SWH3PSY8 %_?< #)N-Q..!]Y3_ /7[T <[X;EBFU/Q!+"NV/[79H.A&Z-F M5R,]!NY!XQG@C&17N?!5_.WB%Q"JR7+(;60F,LR[F:1 ,*;)9ZK>R".0Q/B; #+S@!HP._WAP? M4XK1_P"$<;_H(7O_ '^7_P"(H T;$DP1DPF$[1F,[/E]OD)7\C5BL;_A'&_Z M"%[_ -_E_P#B*/\ A'&_Z"%[_P!_E_\ B* -FBL;_A'&_P"@A>_]_E_^(H_X M1QO^@A>_]_E_^(H V:JZDNZUG'K#(/\ QT^@/\JH?\(XW_00O?\ O\O_ ,15 M;4= :&UG?[==MMAD.&E4J<*3@C9R#WH =K!N6T2=;*!GEDBD1%7:A4OE=V&V M@8SFN'G\":QI<31VT*3BXTXP2!#'%L8,'#'>XW'(Y(SWKM-,T)I[='^W7:Y# M<+*H488]!LJ-+:VEO7L$U2\,Z(':,2= <8.[RPOX9H XF]\&:LL<\,%FRA]( MLHV&^,*TR30L_(8@D;6/)Z9.>@.C>^#]0AU*XGM++$ N].FBC$D2EO(&'('F M<'ENI'7UKLQX<;_H(7O_ '^7_P"(I?\ A'&_Z"%[_P!_E_\ B* .!G\*ZXR3 M>7IR+YU]?2XWV\CHDJ*$4!W\O#JQS7<)5%T=(=V]7 MPZNGR\,>@'TKI_\ A'&_Z"%[_P!_E_\ B*/^$<;_ *"%[_W^7_XB@#SZV\(: MW97L=X]GYP&IS2F%I8A&0X&V7Y6R"#D\CTXZY72O"&KPQ_O+>;S83>[&5K<1 MR.ZL!EF=)"K$#MC^GH'_ CC?]!"]_[_ "__ !%'_".-_P!!"]_[_+_\10!P M$'@/4%M8(/LP20Z9=I*>#HI(-)M89+=H'CB1 M&5@H)95 +?+GAB,Y//K3_P#A'&_Z"%[_ -_E_P#B*AN]!>&&5UU"\RL;D9E7 MJ!D?P4 ;RYP,]<<]Z\KETX:D=9M,2M-%K8N5,"I)(%8-M^65XP0!D<$D$]"* MYO0_&.M:CJ%I;2W\VR6ZA1L, =KR*IP<>E>JMX1M;262]-U<+(8SYDH=!(5 M'!<)N( 4<9[4 <9IEE>:/:7&E21))=ZE%/<>4Q7**H. PQC+X(&W&#W':GH? MA*\@M+L7MI*ULPM3(/-BCN-T3?,$R64J-QX8J6&,<].]T_2+?5HTO+?4;N12 M#L?S%!QG!ZQ@@<=.AJX/#I/_ #$+W_O\O_Q% ' 7NA^(;I4N;FVDN/,AOH51 MF0S1"4;8M^3CCKD=,N.1[?EWV[CPHEW&T4UY=2(PPRO(CJ1UY!CQ5&]\.BS?3X8[NYVM=IZAA<7YF&4.-P!A#-N)905.,DCUX/+ M+7PKJ\5E$)M.:55TN\@5#+'NCEDE>19MC,!G# #)XSU KOKO1TL87GGU*\5 M(U+,QE7@#D]$_I26>CQZA#',DL:LK"51D'E>#&".O>@#A5^'^HQQ:DD MT'F,VGVB0N&0Y=!&64988 V8).,@>_,^M^$=2;^UO+L]_P!HM;#8RF,G>AB, MPQN#;B58D@)5_<1;9L#<,8/MSVS4'AW0A:^+9[)2/)LWFNHU *J#.D0 M5<9(&T,!GOM_"N[_ .$<;_H(7O\ W^7_ .(JO%X/A@EDFCNKE9),;W#QAVQP M-S",$X]S0!SUWX.O;FZU^2-$26X6W^RS$*/E(;SE!'*EA\K''?/2L2?P-JTE MC6_50, D D$YYZ^B?\ ".-_T$+W_O\ +_\ $4?\ M(XW_ $$+W_O\O_Q% '"ZQX)U)FOFM[160:C:SPQ[HU#QHDBN%YXSEF0O/<:G>*D:EF8RKT )/ 3G^=)!HD>IVZ30ZE>M'+&K*PFV$JPR"# ML!'Z'L: .$U'P+K5TEPPM2XP0PZ]^V:O:GX8U=[B>. M*S^1]<2[6;S8@-HW+R#)NR=V1Q_.NYBT'RQS>73^[3?_ !(%,E\-QS'YKF\Y M(SB[F3IG'W6'KVQ[YP* //4\'Z[*)DDM H^RWD:B-K9$S(X9%!#!V&1U?G^= M;6I>%M1N?#VDV*0GSH+J!Y5$J(551("0^[&1N'(R>>!73MX8B9BWVJ]R?^GR M8#\@V!3!X4@'(N[[_P #KC_XN@#A?^$.UZ(+&(BX@U&XE\S?"9)Q( %F*2NZ MEEVG/F'.'P,G)%S1_ ]U#?:>TULY@22]:83O;MM,D0"X2-B,%AP!G!YXKKSX M3@)S]KOOPO;C'_H=)_PB<'_/W?\ _@=<_P#Q= '*:'X7U33;[2KN>R#^59>1 M,%>$LC+*^QSN8 X0K]W)&,>E>CBL,>$X/^?N_P#_ .N?_BZX;XF&Y\*FR-C M>WB^:+G?NNII,[0@'WF.,;C_ ) H [7QUI=QK6C75K:KOE?RMJ[E7.V5&/+$ M#H*XN_\ FK0RW:6\9FB.H6]PKM)$995 ;WUXWE-%L*WDRGY@V<@/[#!_P *ZJ_TS3M-FMX9K^\1[B38@-_<=<$_W^ < M8'N10!SI\$WTK:>3 [;;N]FG69[?Y?-$>TA8SMV[ESA6/ .1U]JZ[_ (1*#_G[O_\ P.N/_BZ/^$2@ M_P"?N_\ _ ZY_P#BZ -P9I:PO^$3@_Y^[_\ \#KG_P"+H_X1.#_G[O\ _P # MKG_XN@#=HK"_X1*#_G[O_P#P.N?_ (NC_A$H/^?N_P#_ .N?_BZ -VBL+_A M$H/^?N__ / ZY_\ BZ/^$2@_Y^[_ /\ ZY_^+H V719.& /(./<$$?D1FL3 MQ!%+J#7%E&OS2:5=JA/ +/M3&?8[?SIW_")0?\_=_P#^!US_ /%UGMX=@74T MM_M-Y\]I(Y;[9<;CLD10-V_D#?T[9]Z .:'PWU&*U:"(HAFT^..0M)NQ*DPD MP"58A& &0,#/ZS2^ ;V>UFRDAGE:T#^;<1R(RPX&,)&F, 8&(-/TGP_ M+B_NKPCYD4&\N'8[A@@#>"??\,\5J1^%K:55=+R^96 ((O[@@@\@@A^10!S> MH>$-2DOI+J)$8#6+>[53(%WHBG(S@@'( _'VKO8&9XU+IL8@$KD'!QR,CK6, MWA&W?AKJ]/3@WMP1D$$'[_4$9I?^$2@_Y^[_ /\ ZX_^+H W*6L+_A$H/\ MG[O_ /P.N?\ XND_X1"WW;OM5[D @'[;<9 ."1G?WP* -ZBL+_A$H/\ G[O_ M /P.N/\ XN@^$X!_R]WP_P"WZX_^+H W:*P5\*6[#(N[[_P.N/\ XNE/A*#_ M )^[[_P.N,_J] &[65>@G5++!'^IN\CG./W73'?./PS59?",( _TR_/'7[=/ MS_X_57^Q8M-U6Q*RW,A9;G_674TJC"J>CL1^'3OU H Z;CVHHP?\YHH I:P+ M0V5"89#@R*!DY& MI'4]?3FO3[R.[D ^S2Q1GG/F0M-SD8^[+'CC/YCICEC0ZEAL7%OD_=S;2''U M_P!(&?TH X#PW!]MNM'TN)S)#I\3W,[$/&#*Y;RP%D56^1FXR!P346G:W8^& M=1UFZMHRD+00FW#1R1H[J@W@%P.=Q/4\]J[R'2KJWN9[F.2V5YC'O;[-)N;8 M JY/G\X&0.!U[XYCU+1KO5X3!=26TB$YVM:R$9 .T\7(Z'!_3W !QFMV%O9> M&;2*YB9KQE65-D3M(&>=)9N5&U3M8CYB.X%)XNNH-9O[.2RC9R;NT9E^RW$$ MS[2P4^>ZX"C=TVCKG)QQW+6^KG ^UVHR.?\ 0YOYBZ&*1[?6@IVW5H3C@&SF M SVY^U''Y4 8GBMY+K2+M=7M(U.'%J(FEN293%($.%B7;CLQXYYQWYK6[RPU M'1+"R$+FX-I:PM,8)B(%0H9,X0DG*8PHYSG..OHAM]7SQ=VN/0V'^SX%5DMY+2)/](!,1BDW%V.<[]QP,COQWDDS# M7(H^<&PF/7@8FC'(QWSP<_AUJAXCM]6&GRF2[MBOR9"VDBD_.O;_9\YR;239L\Z+C:+G).[OD8'][.0 1?$"2"VGLKEYO*FB\[R ME>W>XAF+[08B$Z,<#!_R.@\,2/+IEHTEN+=C",Q*"JI[!3R >H!Z=*K7FC:C M?F(SW%F_E2K*F;*;Y77[K#_2^H[5/]FU@':;NU.<_P#+G,.,],BZXZ\4 ;%, M=U098@#U)P*RQ:ZR"?\ 3+7';-G)_2Z%#6NL-C_3+8<'.+.3'MUN3^/]* *? MCQ;631[A;E-Y:.01 ([GSO+;R\! <'/<\#O7%3W5K/IEA,LLT-Y::>T:1BS: M9';;M"MOB9024R2?7(KT/[-JV"/M=OG.0?LK].>#_I'/4=,=/?AZ6^I!@6NH M2-O(%LPYXYSYQXX/'OUXH S/[;B%C,+RU9I;2UMY)8_*RADDC)\N/KD@\$@8 M&>O7'$S:0+"RBO;F62&]<7=W%&EF98RTZ*J0D>6R# 09# 8+>V:](:WU4J0+ MJW!P<'[*_7Z?:*&BU+K]I@QG_GUD/4G'2X],9_/CL 5+&:YGT%7NXQ'*;%MZ M@!0#L(Z#@9'.!TZ5IZ3_ ,>5M_UPB_\ 0!5.:RU*X62.2ZM]CQ,F%M7# L,9 MR;@Y[\8I;6SU"U2.,7,!5%5L.HAB3<0$9/'V9 MP<=AGS_Z4D<.I*OSW,#'GD6S@>W'GGC\?QH T"<#-+6=)'?L0%N(1PW6VD/; M Y$XQSS[C\Z3R-2!'^DP<*0?]&?DX&#_ *_USQ[^U &E16>(=0"$?:(2WS8) MMWQDYQP)N@^OXTY(=0'WIX#]+=Q_[7- &9X]M[BZT*]CM59I"B?*OWBHD4N M._RYX[]*Y71/#L'B=M800O!:3/:B$J&CP\49#$(X!YW9.1[97/&,<<\#MTJ<17W.9H?;]P__P > MJK9Z=>V-ND,=S$2NX[F@=LEB6)QY^<;CG&>G&>] &O16>(=2V ?:+?=W/V:3 M:?H/M''YFG^5?_\ />'O_P L'_#_ );4 7:*SFAU''%Q!G)_Y=Y",9X'^O[# MKZ^U CU#.//@X4Y_T:0?YQSL\K9QU\S=G\L8_&IZH) M#J(/S7$!'M;N/YSFG^7>_P#/:'_OR_\ \>H N56OQ(;:819WF)]N.#NVG&/? M-1>5?_\ />#[W_/N_3T_U_7W_2E,5]D?OX<<8 Z<8 M'X5H&+4/E F@[;CY#CZX'G=_KQ[TJQ:@"=T\!'8"W<'\_//\J /"OB)C_A(+ M['_/1/\ T6N:]?\ A].LGA^Q=/J#7D'Q%!77[P,03NBR0-HS MY29XR?YUZC\/OMDWA^Q,,T2C$H^>!GZ3./X94].OY\T W\ZL1PZJ?OW%L/F[6\ARN?><8)'UQ[T :=07+RQQ.T*!W"G:I;8">P+8. M/K@U4BBU/!\R>WS@@;;>3&>QYG[]<=NF3C)1(=4.[=<6W4;2+>3ZY(\_\,9[ M9[X !)IT]Y.C&[MUA8/@*DWG CCYMVQ,?3'^%7ZSX8]1(S++ #Z+#(P'_ C* M,_D*:B:I_%);'@'B.08/#*@)RW P/6H/ M&202:1=I('U>.T<[;9\20[0JR,V[S4V': M<]&P>#GT(.#5ZZAU:=-@:T*LI$@99AD$8(!#_7F@#FOAY=QM=7=M'%;-Y<,/ M^E6L9CCDXQAU "[\Y/ '?ZUWU<]INF:EH\$=K:):1Q1AMJ9G;JV[[S$GJ3G. M>M7/^)S_ -.G_D6@#5HK)8ZNO>TQQU\T9]JM1;[7PF)EEWKZ_*!M/MS]:B_P")S_TZ?^1:/^)S M_P!.G_D6@#5JKJ'_ ![3?]V+9"V[@,3D-G[Q[-DUYMX.GLK#4K6&U:&_\R28B MX2.6*ZC###>:K ;D]"2?PX-=S:?VIY2^2+8)SC?YN[JZ=/<7 M$$=JLERRM*Q:X;<5SC@D@=3TQ0!T@Z4M9>=6+' M=N[@9ESC/KCD_A3"=849 M/V0<9_Y:]J ->BLG_B<_].G_ )%H_P")Q@Y^R9[NT %:C_P")S_TZ?^1:0#5S][[+[8,HY_PH UJKW_\ Q[3?]Y/ .*\8\*_\ M(8T[_K^MOI_K5KW>]M+_ %"&:WFCMVCD5EVB29#L(.064 \\9QCC([\ &3\. MIH)K>[:"VCA_TIMS0M(;>1L?>C$GW5[8 &.F!785CQ1:O BQH+0*JA0/WW MP.M2(=7'WA:GGL91Q^1H N7LTL$1>&(RN,80,$SSZGBBSEEGB5YHO*#D"/7//H*:/[57.%MN@Q\\IY[]1T)Z# MM[T :8K-U-V6YL0!D-=,.@/_ "PE/<@C@'G]*;G5@3Q;8W#'S2=.>.G7ISC\ M*S]0.I+=V)D6 C[2^S:9.#Y,GWF/0;-PR%."1VSD J_$5(7M+^.,4 6=3GN;:$O:P"=P1A#((N.YW,#BK$#O)&C2+L8HI9]9O\ Q.?^G3_R+2_\3G_IT_\ (M &K6'JY_XFNE=?]9==CC_4-W'% M3_\ $Y_Z=/\ R+6-JW]IC4--+FUW^;<",8D()\ARTF^PFYNHX"DSLBS1-+;2$ ;E<#Y00.F>O('4XT_ UPMWH]M(L"PAO,PB;A' M_K&RRAR6"L>0#T'MBDU/2;_6(Q#=):R1AT<#=.OS*<@_*1G\ZN+_ &MQN-L. M><+*<#CD> #3/% S61Y6JN?G%K@9(P)20=I P>.N<9ZC)^E3JNI M[B&>V"YX(20G'/4;Q@].YZGTY -*BJ/EW_/[V ],?NG&?7/[PX_6G>7>_P#/ M:'_OR_\ \>H -1FNH(]UI"DS[@-KR^4,8.6W;7Z<<8JS"SM&AD4*Q4%E!W ' M'(S@9P>^*J"*^&[,T/7C$#CC'_78]_;\*=Y=[_SVA_[\O_\ 'J +E>5_''_F M&?\ ;U_[2KT1HM1W<7$ &1UMI#^OGBO-?C.LZ)I@G=';_2N41HQ_RQSP7?\ MG0!-\#O^8G_VZ_\ M6I_&KPVNLNZ(+N:1;=3:212DLH8$&&1!A2,GDD\D\'H M:/P<2ZD_M#[/+&F#:[M\32Y'[W@;9(\'\Z]#EL+J6>&9YK;S45U5C;R9 8J7 MVC[1QE1@]><>F" :L+F1%8J5)4$J>HR.G'I3ZS7CU!V_=W-N ,@@V\C'/U$X MQVXQ2-#JI'%S;Y['[+)CMV^T>F>] &G16<8=2P,7%OG S_HTF"?4?Z1P/;GZ MT>1J7/\ I%OU_P"?:3U/_3Q]/U]> #1HK+,&J@'_ $FVSDX_T63'; Q]IZ]> M_<=,8))!JQ/R75L![VDC?RN1VH DU:6_ACS80Q2.6Y$DC1@#UX5L_F*NQ%BB MEP VT;@#N ..0"0,CWP*S/LVL_\ /Y:?^ 4O_P ET?9M9_Y_+3_P"E_^2Z - M:L::3_B=PH0H_P! N"#CYC^^A#=NG3'(Y['L_P"S:S_S^6G_ (!2_P#R76;+ M!JBZO:[[BV9C9W9R+650%$MON&/M+#G!P*I36VJ.5\N[@7CYMUJ[ ]O^>X MQ_\ J]\GV?5@N/M5MNS][[))COV^T_3O_P#6 -2LO4!NU&QY' N#C(!^ZH[C MW]?P[A$MM748-W;'Y>IM),Y]>+D?E^M4KN.^74M/\R>$\S9VP,N0(UW#F=B" M><'! X!]P#H.?\__ *Z*.??]/\:* 'T53O;U[159+>6;)Y$?EY7W(D=#^6:I M2:Y.C,HTV[;:&/ M\$ D9!,PS[#J<].N #9HK);6+@%@NG73$.R\&V&< '<" MTX!!SQ^/'%..JW.2/[-N<8)SOM,'C./^/C//3I^G- &F0#UI:R?[8N_^@7=_ M]]V7_P DT?VQ=_\ 0+N_^^[+_P"2: -:BLG^V+O_ *!=W_WW9?\ R31_;%W_ M - N[_[[LO\ Y)H UJ*R?[8N_P#H%W?_ 'W9?_)-']KW1./[+NQ[[[/^ES0! MK45D/K=Q'UTVZQD#.^S ))P.MR.IZ4O]L7?_ $"[O_ONR_\ DF@!?%'_ "#9 M_P#MG_Z,6H)6;_A((%R-HTRX(&>03/#DX]\#GVJIXBU.YFT^=6T^YC&$.YFM M2.'7CY+ACS]*5KJ8ZPDOV.8,+.9-N^VW%?,5@X'VC[I(QR,YZX'4 B\=>'=0 M\10VZ6-SY)CE)?+R(&!Q@_)P=O7D?0COD7'C&_T6Z@LQY,T45Q:6LKXF>0NZ M N?,=\;LYP#NZ')SQ76KJMR2,Z=TXP!R<7!Z]L?C6/<:7:W5V;V70K MEIBRMN,MMC\1WF@VYGF,+VTFJSPG<9/.0G)WEL ML BD#("].:BN_'.J:G9WL.8HV%@MS'-"L\1">8$8 NP8D[AAL <'@YXZ6#2+ M.VN3=1Z#<"0[LGS+4J=V=QV&ZVY.>N,T0:)8PAU30IE$L31/\]J/DR#M.+GH M2!C% &3-XUUBUE6RM[=+F2WM(I9BL4*JFUF(^1N7.X%L\ 5)X@\'K"\2V271+DB!=L9$\"N@W$X M+K=ACSSU/7UJ:\TZVOEG2;1+IUG,1D_>VPW&)=B'_C[!&!QQCWH R)/'^I0[ M[1H8C=#46MPRQS&':J[BWE[BY8_P@'!ZYP.98/%^NW;Z?:BUAMY[F6[1OM$4 MRJ5A1)%D5-RLH8$C!SR.M:4NDV=VEP)-&N%$LRSN/,@4M*O1E,=S\K>I!4GR> M8L4:T9$D \L$^8YP+GD9)P,'OCC&:%SI$ M>KZC+J5WI=Q-#)!!Y:[H.J98$JES\P;CAEQ_>P,T ,3QYJ>H7KK9VNZ".Y@C M=?L\TLNUMOF-YD;>6N,G&>W-5/\ A*M6UBVL[AQ'#'+K4-O&L331R 98'>RO MAAVQC!(S@]*WIM)MI9_M9T:[64NI.RX@B!*]&*QW:H?Q'/>FQ:7:VT*0QZ'= M+''="Y55EM@1*O1QB[SD= .F.,4 9TGC^_@6&_:WB-I+>O;")?,^U@C(#$'C M)(.5VYZ#.3PW1]8OM:U;2+JX:!8YX+UTCA,FX* !)N8@D=B .=U:@TBR%Y] MO_L2X\XR.X)DM]N]EY?RS<[ 6QUV@YY//-)I>BV6E7"W%KHMS&^"0WG0$+N4 M[@%:Z..I! 7&?H#0!#J<][;^++&%;N3R9X)\Q<"-=L;D?*,;CN&W,=Y<7=K:6<@N'DD9XS<;]P6,'(!Q@'' K1N-*L]1N1>2Z+?-*P#;O MM$28SVV_:U ZR0:K:S7UP MS17ZHDBO&DS#8"8U+LBKGM@C'45=\'Z]+!9+;W0N9I4N[B%B$EN6C*R?E:6AW]MIMO%!8 M:9, =A0!GVIO1KNJ68-N83@*W)RI/VL*!Z X&.E4YO#5NLUI);Z9J$26TIE,7F13*_E$; M1B2[8#!S@ 9()QQU (M8M;GPH-,CL[B8);S6D4VQ@+8;BQD,D2N7)E8YRPP. M@.2*U=.U"XL=>U5;NZDEAALXY<'A$&-QVHO&0.^,FG:E:V5Y=)>W6A7LDRLH M!!A89CR5)1+G:<9ZD<^]9NL^'[/5HYY8]+U"&:XWEY0P9AA@S QM<[2&!( Q MCGCIP 95VE]9^'+C6HII()KJ[^T/L;#E'D"Q+N'(4 D@#KGGCBM7QQ<7^C20 M7<5W<[89K42$.@M@-IWAHD?S&9R%."N,$X/-:6IQ6>L1I:76BWS) AV*"BIA M5'RAH[@!N%&,GZ12^AW[?, 2S,Z_NSE2R_:3N'/&0OX4J>(Y&8J^G7J8[F.-@?H8Y6H VJ*Q_P#A M(&W!187ASW\I0.A/5G'IC\1[X/[:SM9K.[4\8&P?Q#/17(/ ]\=\&@#Q;XD< M>(;W_?CZX_YY)Z5ZU\/ MOH&GJ3@LCD9P"2SN^!CKQD^N.3WKR7XD#'B&]XQ M\T1QQWB3/2O2_ .J&TT"Q'V>:7*SO'4<]/K@^U*-=W9/V2ZX&>8?<#CYO>@#5HK*_M[C/V.[_P"_/_V5 M']O?].=W_P!^?_LJ -(-N/'(YYXQD'&*?65_;W_3G=_]^?\ [*C^WO\ ISN_ M^_/_ -E0 >(R!9-G_GO;?GY\>._KZY'JK#Y3JUS6M:X7M2!;W47[V [VAX&) M4.?O#T]16@NN%V"BTNLD@0ZX0 WV.ZP21_JAGC'; M=GO_ )Q0!JT5EG6CN*_9+G(!/^K7' SUW8_SCK31KV[ ^QW?/_3''\VH UJJ MZC_QZS_]<9/;^$^X_F*J'7L''V.[_P"_/_V507>MF2"519W0)C<9,14<@]2# MD?6@"_I7_'JG_ O_ $(^Y_G5VL#3]=*P)NL[K^+I$S?Q>K$&K7]O?].=W_WY M_P#LJ -6BLG^VRG/V.Z^;G_59]O[QQTZ?C2_V]_TYW?_ 'Y_^RH U:*RO[>_ MZ<[O_OS_ /94?V]_TYW?_?G_ .RH U:*RO[>_P"G.[_[\_\ V5']O?\ 3G=_ M]^?_ +*@#5JO?_\ 'M-_UR?_ -!-4O[<)!(L[KC_ *9 ?H6J*35S<12(;:X7 M,I+&@#P?PI_P AG3O^O^U_]&K7TE7S=X4'_$YT[_K^M?\ T:M> M]Q:]YQP+.Z')^]%M''NS#TH UJ*RCKI&0;.ZX/:($?F&H_MXXS]CNO\ OT/_ M (J@#5HK*&N97<+.ZQN*_P"J .02#P6SCT/0]J1M<*KO-G=8P#Q$"<8!Q@-G M/S=,=4!PO& M-WY =>HXK.U35_,GL)/L]P-MTV%,7S-^Y<$ YR V?[N ?2@#IA2UCKKK,S# M[%=C&>L0P<*&R"']\>N>*D&LN.&L[C.XKPBD9^H;!'O0!J45DG7L#/V.[_[\ M_P#V5+_;A S]CNO^_0)[]MWM0!JT5E?V]_TYW?\ WY_^RH_M[_ISN_\ OS_] ME0!JT5E?V]_TYW?_ 'Y_^RH_M[_ISN_^_/\ ]E0!JUSVMN1JNCKUS"?H#0!UPI:R!KP*EOLMSPV,"$\]<]#C@C!^OUJ2+6UD)#6URF%SEH&Y]O MEW<_6@#3HK.DUA40,(+ABX'RDX,#=@#2HK*?7%!;;;7+8..(6P>N2,XZ8[X//UQ(^K(AXAG;Y2IH T:*RY-:$8)6VN6P2,+"P)P,Y^?;P>@_7%,.O8VG['=\D@_N>F.A/S=^V M,^^* -8YKRSXX_\ ,,_[>O\ VE76H4$=B?,SUXZ5P7QB MF:[CL)/*DC"27:'S!@_\L\$8)R& )&#]<&@"7X'?\Q/_ +=?_:M>J5Y#\(;Y MM/BU*1;>6M>BQZY+*NX:==@X4D%85.,9)YEQQQQG/ M8 X. #9HK'EUR:,*?[.NVW+DA1 2IYPIS, >G;(Y&2,TG]N3[RG]FW6[G'S6 MN#CT)N,=_P#)H V:*R$UF=QD:== 87J;<'E0V,&?.1G!X_K3GU:Z4G&FW) . M!AK3GK\V?M' X[^M &K161_:MRA.--NVS@GY[3'3I\USV[XI?[8N_P#H%W?_ M 'W9?_)- &M163_;%W_T"[O_ +[LO_DFE&KW1!)TRZX[;[/)_P#)C% &D^XC MY2 ?<9_J*R9U/]MVIP/^0?>#(Z\36WZ<\?C3_P"V+O\ Z!=W_P!]V7_R369/ MJEV=7MW.GW Q8W@5-UKO),MMN(/V@K@8&#[\W - &K167_ &K=%<_V;WI<$=_7L?;+?[8N_P#H M%W?_ 'W9?_)- &M166FJ7+]=.N5Y/5[7TZ_+<&C^U;GWKWI$UBX9L?V;=#Y@"=]F0,X MZXN2>AS]* ->LK4/^0CI_P#V\_\ H I/[7NO^@7=?]]V?_R3_2J=U=RS:I8! MK26,?Z2,N8"/NX/W9&/3D\=/?B@#H/RHI-WL?UHH ?14,]U#; &614!Z;F"Y M_.HO[5LO^?F'_OXG^- %NBJG]JV7_/S#_P!_$_QH_M6R_P"?F'_OXG^- %NB MJG]JV7_/S#_W\3_&C^U;+_GYA_[^)_C0!812HP23[G&?T IW.?:JO]JV7_/S M#_W\3_&C^U;+_GYA_P"_B?XT 6Z*J?VK9?\ /S#_ -_$_P :0:O9'/\ I,7' M_31?\: +E%5/[5LO^?F'_OXG^-']JV7_ #\P_P#?Q/\ &@"KXH_Y!L__ &S_ M /1BU!(6_P"$@A!Z?V;<8Z=?.AW=L^G?_P"LSQ+J=I)ITP6XB)_=\"12?]8O MO4,NHVO]N0N)XMOV"8,VZ/ _>QE1O)SSSP/3/U .EI"<52CUBT=03/&I/8RQ MY'_?+$?K3_[5LO\ GYA_[^)_C0!;HJI_:ME_S\P_]_$_QH_M6R_Y^8?^_B?X MT 6ZC1F;.5(P<#..?<8)X^N#4']JV7_/S#_W\3_&C^U;+_GYA_[^)_C0!;J- M]P'R@$Y'4XXSSV/;_(J#^U;+_GYA_P"_B?XT?VK9?\_,/_?Q/\: #5O^/*Y_ MZX2_^@&C2?\ CRMO^N$7_H JIJ>HVLEK.%N(R3!* HD0Y)4X[YS2Z7JEFMG; M@W$0(@B_Y:+_ '1[T :M,# DCGC'8XY]^AJO_:ME_P _,/\ W\3_ !IK:G9- M_P O,.>Q\Q,CC&1DT 7:*J?VK9?\_,/_ '\3_&C^U;+_ )^8?^_B?XT 6Z*J M?VK9?\_,/_?Q/\:/[5LO^?F'_OXG^- %D'VQ3JJ?VK9?\_,/_?Q/\:/[5LO^ M?F'_ +^)_C0!;K,T$%;1 <9$DP.!CD2OGC)Q^?Y=*L?VK9?\_,/_ '\3_&LS M1-1MUME,ER@)+_(SJ-O[UR#\P5LD$=>.!@>H!O454_M6R_Y^8?\ OXG^-']J MV7_/S#_W\3_&@"W29JK_ &K9?\_,/_?Q/\:/[5LO^?F'_OXG^- %HC-+53^U M;+_GYA_[^)_C31J]D21]IBXQ_P M%Q^>: +3E@/E )]S@?G@T^JG]JV7_/S# M_P!_$_QH_M6R_P"?F'_OXG^- %NBJG]JV7_/S#_W\3_&C^U;+_GYA_[^)_C0 M!X7\2?\ D8K[_>B_]$I[G_/I7JOPQ_Y%RR_[;^W_ "WDKRKXE.LGB&\9&# ^ M000<@Y@C[UZ=\-[VWMO#MDLDJ(<3G#.JG'GR *=53^U;+_GYA_P"_B?XT?VK9?\_,/_?Q/\: M+=%5/[5LO^?F'_OXG^- U2T;I<1'@GB1>W)[T 5?$D7G6$B;=V7A !!.3YJ8 MX'/7TK5K&\12+-IY9&#!I;;;@Y#$SQA5'8[CQSD<\@C(K6217SM(."0<'.". MHH ?4>!&H"KP, 8''3O@5)10 4444 %-"@$GGGW./RIU% !574?^/6?./\ M5/UZ?=/J#_*K55=1.+6<_P#3*3V_A/N/YB@!FE?\>J8_VNG3[Q^E7:IZ7S;I M_P "_F?<_P ZMT +113'!(.#C@\_UH ?1110 4444 %5[_\ X]IO^N3_ /H) MJQ5>_P#^/:;_ *Y/_P"@F@#YT\*G;J^GG&<7UL?RE6OI(5\W>%/^0SIW_7_: M_P#HU:^DJ "BBB@ HHHH *R]5.+BQ][IAU(_Y82MGN.BGJ/Q'6M2LO58]T]B MV?NW9...\$J_4=>Q'&>N<$ T2ISG)Z=.,4^D%+0 4444 %%%% !1110 5B:W M&3J&DOS@7F M?UH C^!__,2_[=/YRUZI7DWP8NX;4:CYLJ1Y-KC<0N<>:3U([5Z;_:UE_P _ M,/\ W\3_ !H N454_M6R_P"?F'_OXG^-']JV7_/S#_W\3_&@"W153^U;+_GY MA_[^)_C1_:ME_P _,/\ W\3_ !H MT54_M:S[7,/_?Q/\:3^U;+_ )^8?^_B M?XT 7**J?VK9?\_,/_?Q/\:/[5LO^?F'_OXG^- %K%95S_R&;/\ Z\+[_P!& MVE6_[5LO^?F'_OXG^-9%WK%BNL6A-U#C[%>K_K4ZM);%1UZG:2/H?2@#HJ*S M)O$>EV[;9;ZV0XZ-/&IQ]"U/CUW3Y^8[N!^ ?EF0\'(!X/?!H T**IKJ]BP! M%S"I_C22ZU80C<]U"HX&3*@')P.IH O45F'Q'I M8(S?6PR2!^_CY(Z@?-U'>G2:_IL*AWO+=5.,,9HP#GT);F@#0.DSZK!N,422'YEV MDE!TQ[GBM6[ED@B9XHFE8#A%959N>@+D*/Q->56FDWRVVG>&+R%K?[1=R32M MOC8/'&"[*IC9\'CN.N.V: .WT?Q?!<26EE<(8KNYB,OE*K;%RK2\L>,E1D^Y MYIMWXI@L]1NX)(OW-I!'))(J,SB:7)50J@YS'GGZ@\5G^(X;VVURTU1;-S:V M,$WF.LD(RK1MN95:0'"YY! Z<=J9X8M[O^Q;J_%NTUSJ,DLI0.BD*^Y8QF1@ M H'(&/C;\C*"O';@]*\YM_!NL3V*JZ+&UOIT]O'!-LE#/*&WR(TM=7!HFHR:996QO3;2Q1(KF"--IVJ JX;/W0,'& ?0#@ &KJ.JKIH!>&5U MVLQ9$W*H49.XDC'%9!O(8D;002K'INA7D C6>]GN)2K"0/'%^\*'DXY91TQT]\ M@'5V'BK=-965Y"Z7-U$S85#Y2E4\PKYC$ D*1G;G!ZXR!4Z>+;"74VTJ-BTR MH[.0!Y:[0"06SUY[ X[XK-U[3=1EUJQOK>W\Q+5)E),D8+>;'LW!25^Z3EAD M9'2L_1_!.I:'JEE*DT4D4<=QYTOE;'9I&W'0 "<>IXK M6L;DWD$/>BMM<;7&0#@@\@CIS7+?$,1;+026C3.\QBMY(YO)ECGDP(P# MQPV#DYQP,CH1O>'8+RUTZVBOWWSK$HD;.XY]V[D# )[GG)ZT : 8EB-I &,' MC!SZ8.>/<5)4*QLLC.9&((&$(7:N.XPH;GW)]JFH S=4U:VT&U>ZE#>6K'/E MH7.2QW'"^^22:IOXLL$6U=%D=KN,R1)'&7D957.X@=,#UJ7Q1'F&P@M#)/%;0QPS^;&5=MF'?# !?+.- MH<_/U]16-_PC,XTTVDFAM/+LF83//;*QGE'S.52487(7&&)P,<8R0#M+GRY- M/FFC&Q9+9VV[0O)CZD 9W <'GM5K2?\ CRMO^N$7_H K,L+*?3= 6VN&W21V M3*QSGD(>,]\=/PK2TK/V*WQ_S[Q?^@"@"Y3<#.<IZC!I%M)=7+A(XURS'G MO@# ZDD@ >M8%]X^TVUM9+IDDW0RHOE.GERAI(F=#A^@977] M(N;. J))%0KN.!E)%?&??;BLG0?#EQ>W6HW>J6PC2[6WC^SLZ2@B*)5+DH2. M3G;SD<_B ;^B:I::[9Q75LO[MB2H*@$$'G@9&0?2ET0+]G#!5!WS+\NW&%F< M 97L.J"\@^U02Q XWQNN?3<",T ^TQ M[NV$$5C9/ Y+QR"4E#&"JJ6XZ,=P'TKL=.TFTTB/RK2%8E]%&.Y/]30!X;\3 M %\17@48 \CC&/\ EA'7IWPXLK>Y\/632Q1L0)QED#' GD[MGZUYC\3/^1BO M>O6'K_UQC]>WI7J7PU;/AVT"#G;.0#D GSY/X@..?J1[T -TG7M+UF^^S062 MF%D;RKGR?W?RSTG]E67_/M#_P!^T_PK@_#,-XVKA=/ADM(8 M)IEO8&G26V#, 4$:+W.,Y &.F>N?1Z .N>OO"6JWFI3W45F8Y);RUGBN&EAS /W@9%D);!QP, M@XH [#6;W2=#E@BFM59[AG$21VX=F*XW=!_M"JUUK_A^SF:&2-,Q^7YS"WRD M.\@)YC;<+DG'L>N*K>(;6ZU^!DN=#,CJ+A(6%S 2F[ 5\EEQNP#QDC%&^TR55F?4!:/]H,L:E1"ZM*61GWL$+ 94'KGOB@#O-0\)X MB4G_ %J] -I/YCZUH?V59?\ /M#_ -^T_P *I^("(K!MS / "Q+ 8\U 3QD M_3J?K6D\@1E!S\QP, D=">2!P..IXSQU(H @_LFSSG[/%]/+3_"D.D61(/V: M+C/\"XY]L8-7:* *G]E67_/M#_W[3_"C^RK+_GVA_P"_:?X5;HH J?V59?\ M/M#_ -^T_P *S-;ET70HTFNX85RVV," /(S$?=554G)_+UK>KDO'6CWE\^G7 M=I$9C9WBS/$K*K,JE6R-Q )&W&.O/% #+[Q3X=T^""XDB7;-)LXMOF0AMK[P M5&TH0W9T/E*"0R9!P5R.#Z9]JQ/#'@Z*2T9]4M( MW>2]GN420!VC$F,(>W;)7)&>O/3I[R-(;.5%4*JP. H"A0 A !X _"@"KI MFE6GV=,VT7\7_+-?4_[(JU_9-E_S[0_]^T_PI-*_X]4Q_M>G]X^G%7: *G]E M67_/M#_W[3_"C^RK+_GVA_[]I_A5NB@"I_95E_S[0_\ ?M/\*/[*LO\ GVA_ M[]I_A5NB@"I_95E_S[0_]^T_PJEJATC18#<7<<,<88#)B!R3T "J23]!Z^AK M6=0XP<_@2/Y5SWC/39[ZWM9+=#*;74+:X,8QO=8R0RC=QG!)Y/:@"GJ'BCP[ MI]N+EHE9?/:(JML0ZNA42*P=5VE=P)#8)'0&M?[/87EF;F"&,AH2Z-Y(0XVD M@X9016#HGA2'5UOYM3L@JW-Z9HXG^61,8^8E",%CR<'GOFNJGMX[6TDCB0(B MPN J@*H 4X X H ^=_#0W:K8 KN!O+?*G&"/,7CGUKW^?2--MA++);6ZIY9 M,A,*<@9+$G'3!/!'K7@7A3_D,Z=_U_VO_HU:^B-14/;3J8O-S$X,>0-^5/R9 M/][I0!SVAZSINNW.8Y[JYTX064\QMKV"X9T5=FP$[E!+CYN >1CWZT :8ET2\NC9BWCDDC M="0+1G6-BN5W.(RB-CU(/:EU*;1](9GN;;;L3+2+92R(%SGF1(F4#(R>>*X_ M2="U*QU$SI;3K*=2DN&F9OW3V[1%FA*;R/,).,XX)Z\5N>(H]0\66%I9?97M MENI6^TEMKF*.)MP';ER 5/M[T :&GZKH6IR>7:PB1L@$BRE"J2NX!G\K:O'J M:FU33K,3V,?D1C?=$<+& =L,CX(QEAE0< 'D \8R.=&F32:U:S6>GW%HPNI3 M-GOP;>9>I! .2/0XR ><$ M?V39 M?\^T/_?M/\*0Z/8D@_98ZIH&GW)M)5B$@:)6 MRZJ9 M#^[#.J%5)[;B/7I715YIXA\+ZG-=ZI;10&1-2FLV6?(V1"-B6W?^6]U_P"DLE &G_95E_S[0_\ ?M/\*7^RK+_GVA_[]I_A5NB@"I_95E_S M[0_]^T_PH_LJR_Y]H?\ OVG^%6Z3G]: *O\ 95E_S[0_]^T_PH_LJR_Y]H?^ M_:?X5;HH J?V59?\^T/_ '[3_"L._P!>T/29Y898U&PQI,RP;HH_,.45V"X& M<9]CBNGKSS7O"VJ3MJUI! )$U&XM7$WF(JQ!'!;* -/3_$F MB:EJLFEQVP$B,ZY,40C9E&6Q_%D8QTK ^-$,4=M9,L8!,TGS =$4$9_ ?E7 M?6FAV=I,URD$8F<+OD"_,<#'4Y(SW]>]<-\;/^/*R_Z[O_Z * *7P5B28:BK MH&&;0\@$?\ML'!KL=?\ $UOI5Y# L'G,'1YRL;,8HSE%DR!C=DX'/3-%]_Z-M*UJR;G_D,V?\ UX7W_HVTH K>*?$$NBHD=K U MQSNA>PI,$=-ZAMLB%''L5/(-4QQ2),8I(97&%/RC.P]6.<<#(Z5N>'K>[M-/MXKV3S)UB42-G<2?=C MU('!/?K0!ITF*3MQZ4Z@ HHHH **** &X]^].JCJUC-J$#117,ENQ((DCV[A M[?,#Q^1]ZFLX7MXDCDD:5E4 NP4%CCDX4 4 6*R]1.+_ $\8/^LGY[?ZEJTZ MRM1&+^P//W[@=3C_ %1.?3MZ?CZ@&ICWHIGFM_SS?\U_^*HH 9=6OVH >8Z8 MSRC;3_(U''8(HQYDK=.3*^>@'\)'7&?Q],"KE% %1;! ""\IR3UEDXSV&&'2 MD?38GZM+TQQ/,/4=G]ZM$A023@"@$, 0<@T 0&PC.?FDY_Z;2_\ Q51-I\2* M3F8X&<">8G@8X^?_ /75ZB@"DNEPKP&F_&XG/KZO[_R]!2?V5#@C=-R?^?F? M^?F<5>HH HG2XLCYIN!_S\S^PZ;^?QI/[)A.?FGY.?\ CYN/_CG'7I5^B@"@ M=(@;'SS],?\ 'U<#^4E+_8\ .=\__@59 ?NE\'KW%,DTN(:Q#CS#_HLK9,\Y?B1.Y?A>>G.?3O5SQ5G^S9\8ZQ=?3S M%S^E1O(?[?C3'']FS'//_/>,?3^OU[ $M[#I^GJIN;EX03A3)>S1Y/IEI1FI MHM-MI45DDF93A@1=3L".Q!\SD52\4^$[?Q9%%%/(Z"-]PV'KG&01^'X5PNKZ MO+INJ):6]W.GV>]LH5C>>1=T>!D>2L>UU.1%49):XE& !W;?^?->7^&]1^R3 6ES<-<# M4KHR6D8W*T(1V+!#A6;*@ DYS@<=:HQ:O=:O:ZA UU-(C:4+A@;AYR)$F7(. M54*"K?,JC&,<]@ >O)I?^/F8I_]G1Y^]+_ -_YO8_W_;_. M37F6J:S=++!!;ZBL%NMA$]M*UQ(JO(&&]F=8I/,*D%#&QQCT.:?XLU34(_[0 MNX[Z93;R6"QK%(5A_?0*\AV\;LGD9Z4 >D_V7#S\TO(QG[1-G'UW^]#:7"W5 MINN>+B<=R>S^]>:W6LZA8"XM$O)6MX=5\J2XDEDWHFT91IT5V0%LKNP2#4VG M7EYJ-UIM@=3>2*:>^#/;SN[>6D:2)&TS)&Q<'=DXSM(H [^2PM7)@=W)=&^0 MW,V2O /&_./\]S3DTFW15C4S *%P!<3@ #@#[_Z5YCXVCB9U#REN5PG+9'&#Q MSGM0!Z$-.B!SNE_[_P Q'Y;\4R:UMXPOF2.O.T9N)5R2,8^^,FO._P"V=2N= M1*SWR6TR7T(6&2XDA4QE$.PPK"RD.#U9N#V[FG87%YJ5A8W%S/.SOXA@@VSD MN@7)<84\Y#'&00>JY % 'JGV"/.=TG_?Z7'Y;JJ_9K:U:.)Y6\V16VK]HE5I M"JKN*JTA)P .YQW/.:\]3Q'J+W5NR7$QOSJ4L4UENWP+""21M4$?*!PXR<9. M3BCP=J2:GJNDRM>33SM#?-.LCLRQL>@53PH('0<8 H ]'^S6P?RO-?>R'Y?M M$N[ ZD#?GOU'M[53&HZ:E[)8_:)!-&@D=3+<;54XP2Y.P?>'&>XKE-5O].LO M%]C,988RL,PN&\P!5,\CT]340CM+C2M7UK40O^F22>0''!6%62W M;))(SC.#@'I@T =C=3V.G0?:999?)";S*)IY$"J ?VEVGB#3-$T*VE5O-8/= -G;'"2Y1@, MD%CRN0,D#G!J?4KRTT[Q8SZ>(GF:QD0*LJJ&NFD=0C,V0&Z#;D=A[4 =XNFH MP"+=3Y0$-B;#8]1T6^U&!;1Y+B2&TEE$L\2*'Q(6PR>9P6;"#!X'S8Z5=\665MK=]IVFM9 MPK:%#'<05!!'3T- '17LUFEVMF]U-'(T1EV+)(!L4D%B MY!"@GCEATX]YS;P21*ZWD@4L<.)E(.>0,D$?3O7&07-OJJZQK-^8_LS.EK 7 M61X]D4,[&=Y P:-GDVH!E6XVKN/)X/KBL#2 MKI(7UBST/9+)F1( MIY'8_+D$=P>?6I_[&;_G\N?^_B__ !%"RA1N(XY&*[E%*CDD\GKCND_#S3FN-!LF^T31Y6;Y8W4+Q,XZ;3SZ^_7FO-OB7N M_P"$BO=V,YAZ>GDIC]*]5^%__(N67_;Q_P"E$E %^*WMY96A3496D7&Y!/&7 M&?4)HU+!07FC0%CT4%E')["N;O_ C;^$1J&M6\DS2^ M3*8U6.-S&77;OQM!.TG<3D?*#NW[N2#U'F*/Y M+3QI+99OM=QECD_,@_39Q7#7FN:K<:E)_I2P%19-!$]Q%;Q.&57DRKJ6D#DD M J#G&*)-3U)K@3&^F"GQ(UB(P$5!$7,8P: .W32_,&5O;@ MC..)$/\ [+3CI#'_ )>[G_OM1_[)7$_#E_LECJ[)<,98[FX/EED.-J#;*5QG M+$$$]#CIP:S]$\4:BR6TT%^]Y-):WC3VS*,1^5&QC;*KP254<_>)]Z /1UTI ME!'VNXY]70_S3BFG3N=AO9\E>F^/. >H^3]:\U7Q%JD.EW=S'J0D(LH#S-%) M,DC7$2E@@ **4<@A@2#WSP+UUDW_F+.9Y4\.R7"M*D32EV=L@.$#;5Y8+ MD\ CN30!WO\ 8S?\_ES_ -_%_P#B*;' DDKQ)?2,\97>@>$LI8;E#+LXR.0" M.G3BO.;[Q/?V FBLM4:ZA-I:M)FS^GM5 M2VN[/53.B:A-F.XE@<%DC^<9!490 \#(VY_.N%LM4M?#M[J%[8M$81I(,2VY M:1 [3+'&)&DY,F>3N&<$_BGBS0;31_"]DDS#[4") &E;<3*0TN$W '&0"<<8 M]Z /0;^.#0X&GGOIHXU*@DE7&2P 41D\GT_EFKBV;*0@O)B5YQF(GD'KF/^ M=I.,D,"/<>]8\%[;:/K>IOHX2>6 M2R0Q(LWFEY2_SCEB3MY9AG@+V% '>K8-SMO)S@D8!BZ]9.DDOEIPA; M)P?\YJ W$*7PLS?R"#]GVHK*S$(QSTXR?4FGV%I;:O::WJ M^H$+'=2E$W.8E\N$;8CN4I]YL#!/) ZYH [4VK)&7^V3;<9S^Z/&.N?+-1W$ M#R6SRK=2E3"2,K$ 05)'6(&O+I+E[CPQ;640D>WBMYIKB2%HSB4O(T43@L-J MAB&;@G &.>1Z)X:*GPY:84C&GJ,'N?+Y/T)Y% 'AGAR-I=4L45MI:\MP&QG: M3(HS^%?0RV,X S=R$XY(6$9/J,H<#VKY[\,;O[6L-O7[;;8^OF+CK7TD* *, M6FM"H6.XD51G 58 !GD\>51]CE+'_2I^./NP@>O_ #R_E]#5^B@"D+*;/_'W M-]-L'_QJE%G+_P _4W_?,/\ \:JY10!4^R2_\_4W_?,/_P :K.U.UD2>R)N) M23=%0=L'RYAD)/W!U QWZ]*W*R]67=<:>>.+UCWS_P >TXXQ]><\8SWQ0!8^ MPRYS]KFZ>D/_ ,;I!8R@G_2IORA_^-U=HH H"SEC!)NYCRQ^[$?PP(NWH/YT MY;"1>?M0Z@C_GG[TIL)6!'VN?!_ZY _GY>:NYI: ,T:.P_Y?+G_ M +[3_P"(K*U73O+O=,7[3.6:[EP28R5 M9\X.S(SP#V_'%=/6+K4N+_28\'Y MKR9L]AMM)QC\=WZ4 3/HOF$$W=QD'(.Y.#@C(^3C@FE_L9O^?RY_[^+_ /$5 MIT4 9O\ 8S?\_ES_ -_%_P#B*/[&;_G\N?\ OXO_ ,16E10!F_V,W_/Y<_\ M?Q?_ (BC^QF_Y_+G_OXO_P 16E10!F_V,W_/Y<_]_%_^(H_L9O\ G\N?^_B_ M_$5I44 9O]C-_P _ES_W\7_XBN!^,-K]FL;)=[O^_D^:1MQ^[^%>H5YK\;?^ M/.R_Z[O_ .@"@#.^#=K]K&H@2R1X-JU %(:7U_P!)G^[C_6967<:;& MFKV:*92/L=\23<3[OOVHZ[B?PSCOU KHJQ[MU76;,$CYK*_ &<9/F6IQ^0- M%G^QH/[\_P#X%7/_ ,_F>]7Z* *!TB!NKS\>EU<#^4E(-%MQR&GZY_X^KCZ?\]*T** *']C0?WY_ M_ JY_P#CE']C0?WY_P#P*N?_ (Y5^B@"@-'@!SOG_P# JX_^.5G7NG0P7]AA MI>99OO3S-TA?INDX_ ?_ %M_UK(U+!O]-R/^6D^.OR_N'YX!'MSQSZXR :]% M)@_Y_P#UT4 1S-,H'E(K'ONW&/ZT^@"COO\ (_=P M8R<_O7_#_EGV[^OM4?F:BJG*6Y..SR>@SQL)ZY_,>G.E3-Q)(P1COQ@_K_.@ M"@IU0 ;EMR<0#^+MM/^S^1]>(S_;&>/LF/^VIK6HH RF.KD_*+4# ZF4\ MXY[#O_DT?\3G_IT_\BUJT4 92G5\'(M*/^0;/_ -L__1BU!*O_ !/X6P3_ ,2Z< YX&)HL\>O/^>: M)_\ B<_].G_D6C_B<_\ 3I_Y%K5HH RLZOCI:YSUS+C'TQ_6E)U;G MNBX^: M4\X^;MW[>GO6I10!DC^UP,8MG.G10!FEM4Q]RVSC^_)C/TVTHDU!L_NX>IQ^\D'\1[>7SQC^?0XK M1HH QKJ?4K>.29H[=ECC9@-TF[*C)YV]QD=!U_.G8V-ZT_\ :<:P"2Y@A$@9 MY"N%&5"@*,=>Q_0=N=2B@#*F749XVC:.W(92I'F27D,RA2I4$MDYQG''-3G[N);C4H'98(L.LL> M6F;H"4/W8P<'&<9!^AK3CW!1N()QR0,#/?C)Q^=4="7;:*,DX>;DC!_UK8X M _+CT)ZT 0:;I;:5:)8P6T(A0, C3N_WF+'.Z(YR234S6TTD8B:UMBH)*J7) M4=9>_\\8?^_P __P 9JY3-P)QGD ''UZ?RH IQ MSWS9W00@AB.)G(QV.3".W7WXI_F7O_/&'_O\_P#\9JY10!X!\22Q\07A8 ', M.0IR,^1'WP,_D*](^',E\N@68A@A9,38+SNC9\^3/RB%P/;G\J\Y^*'_ ",= M[_V[_P#HB.O5/AEC_A'++;TQ-U]?/DS^M &K-)J;G9]DMF0\-NNI <'@_+]F M(/'O59;2Z4.G]GV04X.!.V"0#C(^R^IZ\]?PK=HH QOL]VR>4;"SV!LA?/8K MG'7'V; /)H OUVF.QM/W>1'FXD7&>&Q_HORC'IUK6=0XP<_@2#^8I] &"(+Y M,LNG6(9MP;_27&0>O/V3G/.13RVHNSE;*R;(*,?M^MHS<3:=9L(]@S]I>]5M$TB^T"WCM[>RM#L4KO:[?S""<\LMFN?RKJ** .?6TOER!IM M@ 1@XN7Y&0<'_1/4 U)LU/(/]GV60FP'[7)PO]W_ (].GM6Y10!@K#J"(T8T MZQ"MC*BZ<*<=,C[)@T^!-2ML^58629QG;=R+G'3.+2MNFEL GT_'^5 ',7NB M75^@CDTZR"B6.3"7DL>60Y7)6T''M5W46O"CRRV%I((T+#?$6V* MCIV/UJ_;VMU%*'%A9I@\.L[;@,'/'V8<]NO0GZ&_IG_'NG_ O7^\?6K= &2K MWT4C;+2W!09 (&21;XS@C@GZ9Q4,MI=2Y3-I]J%W*QV7,D98@$@$K;@D9Q_D#.A:?-=+)FPM'+\$M,RD@CDEA;D@CMU^H MI+.QN;2TBLQ96OE1JJA3M^3WK<50H P ,"EH R%@ND5D6RM C$;@ M)FP1@9)46^"1S@?J*?=&[CMI%$$*J(6&%F; 4\ >2.GX5J57O\ _CVF_P"N M3_\ H)H ^!Q(IZ_P#UJ^B ]X"3Y41)_P"F[X_+RC7S MMH$H@U&SD_N74#=-W20'ID9^F1]:^EA0!266_P ?-##GVG<_^T:=YE[_ ,\8 M?^_S_P#QFKE% %$F[8AC%'D9Z7$@'/'(\H _B*<)+W_GC#_W^?\ ^,U_\\8?^_S_ /QFL_5);L36/[J+=]K.T><^#^XESD^5P NX_4#UK;J&UO]'@R"=H^T/@\<9_<<<^QX_*K]% M&F@F/]%Y_2M2B@#.674B@)M[<-GD"YD*_]]>0/Y5*);W',,6=E_UW?_ - % %'X+M,O]H^4BM_QZYW. M4_YZXZ*V:],\R]_YXP_]_G_^,UYQ\#O^8G_VZ_\ M6O4Z *?F7O_ #QA_P"_ MS_\ QFCS+W_GC#_W^?\ ^,U;(R:6@"GYM[_SQB_[_/\ _&:/,O?^>,/_ '^? M_P",U_\ /&'_ +_/_P#&:9+)?X^2*$'GK*Y[%._&W= 7!P3R"$Z'UKK*Q;Z1 MEUJP4$X:TOLC. <-;D=C_3Z]B 31C52WSFV QU"RL<]@02,?G3?^)U_TZ?\ MD6M:B@#*_P")S_TZ?^1:0G61_P ^G_D:M:B@#)_XG/\ TZ?^1:7_ (G/_3I_ MY%K5HH RO^)S_P!.G_D6C_B<_P#3I_Y%K2?3KR./\ M/T -;C^]^M%+^)_*B@"I?ZA]AV_N9I=V?]4F_&,=>1C.:IR^(1"-S6=V?EW? M+ 6.,D=%).>.G7H>A%2^(=7_ +"L)[WRC+Y*!M@.">0.N#@#.2<=*YQ/'SR: M/J%\ZQ*]L[0QO&YEADD(&PKN521EAD>G)Q0!T+:]M;:;.[SSTAR./<-BG?VP MV6'V2YX_Z9KZ$\?/ST[=^.I%8>G^)-0L]0T_2+^'=)/;%WG+1KEQ&9& CC&, M*04YQD\@8'+7\2W\E_JK6B>?!90QQK$IC0-,1V)Y"JH/N3@#N1TD=[+)9+<+"7=H@XB5UR21D*'?8/Q.* M (_[5?\ Y]+C_OE/0G^_[']/49#JK?\ /I<=0/NIW./[]8.F^*=2U?3!<6]D MAF6YDBD#S*L<8CY+E@,GL,*.O/3BH+KQ/=ZUHEC+:?Z/<7]RD*X.60"1O,<9 M'3:A.<< ^N* .E&K,?\ ETN.@/W4[C/]^G/J4B=;2?MT$9ZY])/:L#3_ !7= MRZJ^FRPH2(IV41R++,/+8*OG;/DC+CGKP2!QFDT_QI/)INIWUW D!LYIH@FX MOF1 ,*2."2S!>#0!NOJKIM)M;CYB ,*AZL%Y ?CDCKVR>@)"RZH\.-UI<'() M^54?H,G[KG'MZ]JY.Q\1:KHEMI$=]'Y[7TZ+)*[JI3S7^10B\G"G)XQVK1N/ M&N=9@TZWA$D1F:*6;/"RA2Q10.I4#YOK^8!;\37LAL)5-M,,[.?W1'#KU(D. M*9)=2-K<1%M+E;"8$?)QF6(@@[]N#@]\\=#CB_XH_P"0;/\ ]L__ $8M1/(O M]NQQG.[^SI6'3&/.0'MUZ=Z +9U"0*6^RSX S_RR)]>@DSGVQFFRZH\+!3:7 M!)!/RJC#\U<@?C6#X]UJZTV*&UM98X'N?,Q<2.41/+VMMW%2H9P2!G '/(ZU MTFG7$MW;0RS1B-WC5F0.L@4D9(#+D$>A% #%U&1@,6D_.>OE#IZYDX_&D&I2 M9(^R3\#)XBQ^!\S!_"K]% &ZM[?SFB1F*[P@"J"6[".)"H;DJI)Y.,X% '0+K992PL[G@DTBCGDE6(@>9LA <#,F\@DHH.>!DCH*Y M)_B1>"%2+)%82W4.: .EO]5:>SGQ:W S;RG+ M*B8^3/.YP1]X<=>OH<2:??R0V,#&UF($$7W?*8GY1T DR?RJ2:Y^V:4\V4.^ MT9LQL7C.8R?E8A21Z' IVGRF&QB<\JMK$=H'S9"9/.<<\8Z?7T $;5V7K9W/ MW@.$0\DX[.>/?ICGI4G]HR;-_P!DGQMS_P LMV,9^[YF<^V,UR_@WQ#J>NW= MPTQC,,D>Z-4EB9[5@S+Y4D>$D).,Y(QQQU.-23Q)=QZQ_9GV, -!))%*\P D M* =D5RJYXRC\=>/7J,BE&JN6"_9;CG./E3 M'&!R=^!U[^_H<69TARDC+MAE,ARO4,'6/:WH#^.* )_[;.U'^R76'+ ?N@3\H.< MC=E1QP2 #QC.1EHU[+]1>YELGTO%TMH+ MA85NHWR#*(]K.555/.[@GCWXJ*'Q=J5Y#="WL8S-:3RQ3$SY@ CC+%E.T,2S M#:%V\<9(YP ;3:[Y:EC9W6 0.(0QY ;HK$]^?0\'D&F_\)#LX:SN\@D'$!89 M 8G!!Y'RG![\>HRW0O$<6K:3'JDH$*,DC/N;(7RV96.?3Y216!;_ !'DU"-! M;67[^:\EMXHWE '[M%=G<[?EQO VC/.>: .G.L.&5?LES\QX_=J1VZG?@=>^ M/T-9VCZSY-F&^RW)PTS';#S_ *QV*[?E;<,$$;5Y3I M*\4J%MVUTZ@,!SU'Y_G9T)E>U#*<@RW!'S;^#,YQN[@=!0!%_;WSE/L=WD;? M^6/')VC#;L'GK@\#D\ J>@;H2#T/IUR.H-8>A^++W6=:>) M506X\Z(PF6/SD,9)$[(4#D/PN 2!G-=DV2#C@XXR,C\N* ,C_A)EX'V*]YW? M\NS?PG!_^MZ]LT@\3*Q4?8KSYLX_T9\<#/)Z#VSU[51\7>,V\+/&OV82[XW? M+2^4#M95V+\C[G.[...*BU?QG=Z3):B2RCVW3@1DW)5]N%9F9##\NT'YN>/6 M@#1/BN-2P:SOLA<_\>DI!Z< @$9YZ9]NO%2KXA5ADV=V!A^MNW\) Q@9/)(Q MQSUZ D9/A;QK)XFNFC\F.&/RC(@:8F.E %@^)(A%YOV6\Q_=^R3;\_[NW/X]/>HSXIMU7S! M:WI8@946-SN[\9,8''U[U2TOQ?=ZH=0C736$UHR*(A/$6F $YXY/IWP00$3Q);R.5$-V %)W&RN@#CL,QYS[8KFHOB<'21VM!_QY-(KTC_ *8?^B(Z])^'>IQ6?A^Q1UF)/VC[EO/*/]?)U:-& _$UYM\3 MB3XCO,2/<"'CD' MUXP>]/\ ^$@MO^>=UT!_X\KONE;7;=06V7&!GI9W1 M/! Z"+/?CUZC@&M.B@#G]=U2.>RDV"9?GBR3;3J<"5"P&Z/J1D#'.>A!Q6B= M7A52VV? ./\ CVN">N.@CS_G/2HO$ !LI,C/S1<8W?\ +1>Q('Y\>H/2I-;U M/^QK&XO#&9/)B9]@X)P.F<' ]3@X'- #1K<'R_)?W7'7OWXZ M@T+K=NP8A+C@*3FTNA][D8S%S[@=.^*Q?!&M:GJHN#?*C*666*1'C95CD&5B MVJ WRX^\V2<\].>LH S1KMN2PV7/RG!_T.ZQ^!\K!^HIW]M0 _T7Y>_'6I],/\ HR=Q\WO_ !'W M/\ZYCPYXNN]?U23;$!:[7C";D,T1>&"MT&,\X]\ '0G7;?<5V7.>?\ MESNL<''WO*Q_G-(/$%MN"[+G)P?^/*[QR,]?*QGVK3%+0!G?VY;XSLN.G_/G M=>C'_GE_LG]/49:=HSK57O_P#CVF_Z MY/\ ^@F@#YPT.,3:A:+C.ZZA'<]7 [!C^A^AKZ";Q':H2ICNL@D<6-V1^!$. M"/>OGO1-OV^TW_=^TPY^F\9_2OI5E)92&( /(&,'ZY!/'L: ,W_A)+3_ )YW M?_@!>_\ QFE;Q%;(<%+KH.EC=GKSVB/Y=:N3Q22K\DC1':W\*MR1P3D'H?0_ M_6F4$=\\#V^IH S/^$DM?^>=W_X 7O\ \9H_X22T_P">=W_X 7O_ ,9K5!!& M12T 9/\ PDMK_P \[O\ \ +S_P",U1O]>M)KBR(6Y!6Z) :TNTSF&2/O%_M_ M_J R.DK+U?'VG3>,_P"FOW_Z=;CMW^GX]J &GQ':@_ZNZ_\ &\_^,T'Q':J MVS9V4,59@R,CX.-Z[#C!],#F@"4^)+4'_5W?0'BQO#U^D-'_"26O_/. MZ_\ &\_^,UJTM &6WB*U0E3'=<$CBQO"/S$.#3?^$DM/^>=W_X 7O\ \9K3 M:-68,0,C.#C)&>.#3Z ,H>([5N/+NN_6RO .!GJ8:&\0VJ\F.Z_\ ;S_ .,U MJT4 9DFOVT>W*7/S#(Q9W3?GB(X^AQ67JNNV\EWIV$N/EO9"(G\/6J&) 99Y1#&S,$B1F4D.S$$8&,X/ M7!J]X>N+F[T^W>\ $VP"3!1@64E2X*?+AL;@!TS0 T>(K5O^6=UT_P"?&\'_ M +1H'B&W8$[+K &>;*[!Z@=/*SW_ *] :U:* ,H^(;9<_N[KC&?]"NSUSZ1? MY[TYM?ME.#'<_>V\6=T1UQVBZ>]:=% &8->MR,[+C_P#NL],]XOUZ=J9_P ) M%;,.(KH^WV*[7_T*(5K44 8S^)(%#,+>[;#;<"SN,DGIC,?3OGIZ]@>&^+MZ MNH:?9R*DB8N9%Q)&T3'Y.H5P#@_2O4J\U^-O_'G9?]=W_P#0!0!F?!^^73H= M4E:.63'V/Y8HVE<_ZWHJ@FO08_%*2D 65]SG&;211QUSNQC\<>U<1\#O^8G_ M -NO_M6NB\5^)[^PU""RL43>-DK>;(D(G7=L,$;2#&[G<3D8QQGH0#4'BE-N M[[%?8P#Q:R$X/L!G\!4S:_L.TV=WU/2$D<=>0_ - M'2-J[J5'V2XY; ^1,=NIW\#GJ>/R-$>KM(5 M+GG.,HJCCUW.,?C5;Q)J>HZ M='YEE;)(L<4LDLDLHC10BYV@#)+-ZD8'<^F?)XMO%>QG-JB6=U)9QH[2YF9K ME-PPHX 0\-NQG!Q0!L_VNV2^.W'KVK(O= M28ZK9$6LH(@O!@^6'(_P.",=<^W)V[U]NL6(W ;K:]&.,GYH#Q^5 $QU9U_Y=+CO_ AZ GH']O\ MY%2+J,C*&%K/@XZB,'\O,R*P/'^LW5A#!;6TJ6[W+N/M,CF../9M<#< P!<9 M SQC-;NBW4UY8V\TZ@.\2,V'2122!R'C^4@]1B@!SW4KCFUFZ@_>A'0@]I?\ M_2HVU5U /V2XY8#[J=3_ ,#X'J>@[UI5B>*M:DT"S^T1QAR9HXRS$B- [8+N MP!(4>H!YQ0!<749&V_Z)/\RY&?*'IU_><'GO_2E:^E0$FUFX!/!A/;VDKF'\ M8:E)I"ZNMM;QQ+$S.)99 S,'*+L"QG*OQMR1R<=.3!%\0+J6YC@DCMH<-;)) MYDL@)DD 9E4HC ;1UW$#/G3WZ4@U&0X_T M2?DD#B+MUY\S'T]>V:R-!\3W.IZI>Z? M/FT749+J<;N_T&2 #I&U.08/V6?D$](R>,#M) MUYZ?CV-9U_>327^G$6\H'G3 @E <&!^>'/ XSG _' .99>,KF_UC^S6@38TE MTAV,XGC6/@/(O 4-P5(/?@YK:U7"ZAI0_P"FT^,L<_\ 'O)Z@[OIGW[4 :^X M>A_(_P"%%.HH RO$6DC7[.2Q$WE%]A)QNR%8$@J&4E3C!Y%2]:[G$06"-7CCPBK"TKL=Q5MQ&>O;%=[/:0W6/-C1\9QN4-C/7&14?]E6 M7_/M#_W[3_"@#G/$&E3R:@FK075OYEE%,(H63&XM'M*/(9U )+C!VC&X9SWA M\.Z2='T);22X@@N)_,:9I=LN2Y(/W95W$*0,[C_2NI_LJR_Y]H?^_:?X4?V5 M9?\ /M#_ -^T_P * .*_X0ZP>U\N35%$RVGV598Y#$OE?W7C\X[N221N"GC( MZYV-*TG2-&0207$)NA!L-Q))YCL=H&6'F D9 ^7<.!@$5NG2;(_\NT7_ '[7 M_"HVT6Q/)MX_O \*!ST[=O;I0!QZ^&FCT^73X];MTCEG>61EB"NP?EH\_:.% M/?&#CC.")TB3>^U2HB:61AA<@MGGBNK31K&,! M1;Q<>J*Q_,@FE.EV*];>$=/^6:=^/2@#F8=%B_M6/4YM4@=X4G6,+''$3YF[ M!D*R?/M#8X"YP#USG)NO#;9-JVH6\\%WJ7VFZVK'"R?Q-@M,Y*L0 %VG'7/7 M/??V59?\^T/_ '[3_"C^RK+_ )]H?^_:?X4 <[XDTZ'79[*6+4;:%;69)D4H M),NIR,D3)\O X S[^E$^$-,6[M+M-2V-#-)*ZB;Y&=\%R@,A\L$CD?-D<'/6 MNS^QP9)\I,G&3M&>!M';L#@>U-73;52K"",%<;2$4$8.>...: ,3Q=J-I+IL MJK/&Q\RW. Z,>)T/0YZ8_#KQUI9+^S&NPR^?%@Z=.N[S!QB:(XSG'.>_/''> MG^*-,@.FS%88U.8>=@S@2H<<8/08]/8CBHWTZV.NQIY,6T:=*=OEKC)F09QM MQT'J/Q[ %7Q9/->F%+.:UEBD)BG2;RI%1'P#.,R(Q9!D;03G/3-:>@"PT*Q@ MLENXG$2;=Q= 3R23C/')K1_LJR_Y]H?^_:?X4?V59?\ /M#_ -^T_P * #^U M;+_GYA_[^)_C1_:ME_S\P_\ ?Q/\::^F6*#+6\('J8T _E3O[*LO^?:'_OVG M^% &?KP1>=&\;,V)/E=2K8 D3GG@Y(]C7/CP^(U@*:M:K+#8O9 M^9Y(.82JA,J9_OJ03GH<_=X.>P_LJR_Y]H?^_:?X4?V59?\ /M#_ -^T_P * M .9GTUFL9-/AUJ..)H;:&+Y(R\:11[) &612QD(!)/09 ZY%>ST233[)M/@U MBT6!H98]GD D>826<,;DMNY.,DCVKKO[*LO^?:'_ +]I_A1_95E_S[0_]^T_ MPH Q[9;+2-'^PQ7428S\SY?S_ +P /S;<#J0:WO[*LO\ GVA_[]I_A1_95E_S[0_]^T_PH YV MTT]=/:ZF@U6$3W-[Y[2,J2 Q@86 JTF2B@G!5E([<<54TZR?1;TO#>02&[N9 M)KN?,2* J,(H1"7)P6?.X-GCGK75MIEDG_+M%U XB4]3CL*=_95E_P ^T/\ MW[3_ H Y2QTJ>P^U.FLVIGNCE[AH 9NF% _TG: H^Z-N!4#>'%.FC3%U6T2 M(RAY"L1#R]V#L;HD[CC<00>,=*[+^RK+_GVA_P"_:?X4?V59?\^T/_?M/\* M.:FTBVOX!97M_;-:B%$$$"BW4,CAE<,9I&X P5)P>O6L^W\#0VET;N'5LRQ7 MCS)YG[Y%W*0ZNK2Y9F5?F?8[')8*&(&!@8'85/HEY$EE&6E3DR' M)=<$%W(.<*,$*3G'8]<9JY_9-GVMH>W_ "S7_"LS1[6R%@L\T<) ,Q9RB8PL MCOY=* ,6U\/ZCJ.KQRZA+$!93!XIHXXUFN X8%7VR':%V[<;.0"/> MNV#JV,$?"VHZ*EM)97"W,T$(@@ B5-DU;G]E67_/M#_P!^T_PJO-;Z7;'; M*ELA(SAEC4X]<&@#+TKPQ?:3=7UVEY"TEXT;,#:OL4H&Q@"XSCYN>:;X>\+W MWANU@LX+R,QI<%Y";=@[H22RY,K $\ $ 8'.">N]_95E_P ^T/\ W[3_ H_ MLJR_Y]H?^_:?X4 6:XGA21H!"@@MC'&J^:'8L/,W/O4;2-P !./ M6M#PMX6ET":[N)9E9KEE9HXHS'"A&>5#,Q).>2:V?[*LO^?:'_OVG^%,33;" M3.V"$X)!Q&AP1P1TZB@#Q#XH?\C'>_\ ;O\ ^B(Z]3^%_P#R+EE_V\?^E$E> M5?$N-8O$-XJ*%4>1@ ?N(^PKT[X;6%M<>'K)I(8W/[_ED5C_KY.Y% $-CX M7U"^U=;V^,<9LY6"210B-[I6&H/'.: .?\&:!<6LTNI7$,5HT\*I]EA0(B;&/S'!QN(Y]LUV%9RZ#I\; M;A:0 \\B&,'DDGG'J2?Q-$?A_38CE+*W4\](8QUZ]%H T:*S%\/:8"#]BM\K M]T^1'D/EXX 'T H/AS2R2QLK;)# GR8\D-G<"=O?)S0!IUFZ5H-GHN_[* MKKY@7=NEEE^[G&/,=L=3TJ/_ (131O\ H'6G_@-%_P#$T?\ "*:-_P! ZT_\ M!HO_ (F@#6JKJ&?LT^.OE28Z_P!T_P!WG\N:I_\ "*:-_P! ZT_\!HO_ (FH M;[PSI,-M,R6%JI\F3D01+_">^PT 6?#X9;&(,,'Y^/G_ +Y_YZ -^8^G%+_ .)I?^$4T;_H'6G_ (#1?_$T :E9 MUCH-IIL[W$".'DW;B9I77YFW'",Q4D_\ 'Y;?]?$7_H8KZ;YY MKYDTK_C\M_\ KO%UY'WA7T0WAK2G8N;&V+$'),$>XY&#D[ M%](?&=/M3@<9MXO_ (FI3H&FD &S@PH '[F/ Z <4 2WMA#?P&WE#;#@$*[ MQ'CD?,A5@..QHT_3H-+A$, 8("2 SO(1DY/S.6/X9JN?#FEMP;&W/.<>1'C( M).?N^K$_B::?"VCL+_XF@#4%9FKL5GL"/\ G\(_BYS!,/X0>F<\ MX'') YI/^$4T?_H'6G_@-%_\365K6@:9:RV*I96R+)>A),01*&7R96VGY>1N M53CU ]L@%_Q7'=O8N;6*.<@@M!+'YBRC^[@D8P<'\*A\'>'9/#EO-&[J1+K?_ BFC?\ 0.M/_ :+_P")H_X131O^@=:?^ T7_P 3 M0!JBEK';PQHBL%.GV@)S@?9X03CG@;:=_P (IHW_ $#K3_P&B_\ B: -:BLG M_A%-&_Z!UI_X#1?_ !-'_"*:-_T#K3_P&B_^)H LZEID&K1>3%M';&=/M3Q@9MX MO_B:3_A%-&_Z!UI_X#1?_$T :U9.L_\ 'UI?_7^__I'1N!M5=[;MJ@GA1VIZ>& M=)C!"V%L >N((QG@C^[Z$C\3ZU8&D6*CBVA[G_5)WY/:@"Y2U372+%0 +:$ M#_GFG^%+_95E_P ^T/\ W[3_ H MT54_LJR_P"?:'_OVG^%']E67_/M#_W[ M3_"@"/5]&M-=A^SW<9>/<&VAW3D9'5"I[GBK%I:QV4*01+M1$55&2G_ -E67_/M#_W[3_"@!UMLLHH;=Y@S+&BY1[D@=P:G_ +*LO^?:'_OV MG^%']E67_/M#_P!^T_PH YIO"GF:3::7-?1F**>-B1%M,D:,/W?,K#)8@%O7 M''K-JFCMJS+'=:E$;=+M9UC6)4E 7.R/S/,QM'KLR?6M_P#LJR_Y]H?^_:?X M4?V59?\ /M#_ -^T_P * .+FM+[Q-80IJ&IPVY,LKRV_[N167S/W<;/%*F5 M'8\YYY'$[Z*3?6]V-4LL6T6V"'[.OD1Y #%56X!R<9'S''3TKK?[*LO^?:'_ M +]I_A1_9-E_S[1?]^U_PH Y6STV6SFN;IM9M7FG0H96A&]!@[ @-P4"J2#C M:<]\YS4%YX/TVZ*.-49'-VL\Q$^%D<@ARJ*X",V>&&<#BNQ_LJR_Y]H?^_:? MX4#2[->1;Q#O_JU_PH Y/1O#=GI%Q9N=3BDALOM7V>,^6KKYY^;>X?#=3_"M M:M]?6[ZK82++$RK%>!FW(=NX1;><\$D8]3],UJMI-FX*FWBP<_P*#[G@50O+ M2--7T]U"(1%=C&,,PPAP,#MDG_Z] %3Q+>RW @6QGM)%:4),DWE2($1$Y9&A&T X YX(R<@ M<],T &K*TL;:Q;4HW2.]^T2\H!)@[@@4/B- MIQK!)=1W+6X\LLTJ(!@2&3C<5&1M_2NL_LFR_P"?:'_OVG^%.73K9/NPQCZ( MH[[L<#UYH Y.:TNM;TN""^U.V67S%FERD.(P-+B.-9)6CY?+^9A5=L$@+QC&:Z;[!;\CR8^22?D7 MDGKGBEDLX)5"/$C* %*@J ,@8!&. : .,LO#%K:7MI0S MDD^9-YIW$<#.T9''?C;U+48)+[3BD\943R[L.O4P2!0>>F3^>.^*V8K:* L4 M15+8W$* 3CIG%8^KPQI?:2BHN/M<[8VC Q;3-GV.X@YQGW]0#$#SI(RN3B-P,@G@G*GTX_&HCI3$ M?:[CC_:3/Y[,]Z -&BLW^R&W!OM=QD#'WD_^(]J7^RFQM^UW'_?:9_/9F@"Z M9%#!<#&3CVR*DK-_L9O\ G\N?^_B__$4?V,W_ #^7/_?Q?_B* -*B MLW^QF_Y_+G_OXO\ \11_8S?\_ES_ -_%_P#B* -*BLU=(*YS=7)XQS(./?A1 M3'T7=TN[H#VE[XP3D@GGKZ#MCC !ID>^*=5 ::@'^MF^[@'SG./?DX)^N?;B MG-IZ,I'F3N!0S_P#$ M^1>/^0=(?X<_ZY/^!8_3U[9K>)-*5=-GS+,W^I^](S8*RJVX \9)YZ<<8QBD M&G[-;V>=,0UA*P)D8E294 P>X ' ;/<]SD Z:F@#GCKU_E64^CLBDK=73$98 M#S5&3V&2N.?RIZZ26 (NKD<#CS%/U_A/^'IQ0!J45F_V,W_/Y<_]_%_^(J(: M&P))O;HY8''F+@< 8&$''&>>YH UZ*RET,J21=W7/K*#W)[K[_YP*?\ V,W_ M #^7/_?Q?_B* -*BLL:*0,?;+K_OXI_]EIPT=@<_;+G_ +[7_P"(H GU;_CR MN?\ KA+_ .@&C2?^/*V_ZX1?^@"L[5=)86MPWVNX/[F4XWKC[I[!*33]',MK M;M]JN5_=1D!9 ,H./N].>^: -VBLS^QFP1]LN>?^FB__$4@T4KG_3+KK_ST M4_\ LM &I167_8[9)^V7/)8_?7OG./DXZ\8Z=J0Z*Q8'[;=< \>8F#G'/W,\ M?7O], &K168VCLPP;RYZ$<.H//N$Z\]>M+_9# $?;+GG_;3^>SB@#2HK.72W M3=_I<_S<I:8UM.&=) M!.C@G!(,C@\@#\"*L?V4^PI]JN,$@_>3=V_BV9[>M4M)TYWMB/M,ZYEG4A63 M'RRNN0=F1GKQ0!R5YX&OM"OXWT&.1%%G''YOFQ -)Y^YS*&8,5* 9V+Z8Z8, MAM/%ADO0/M"H0PB GMY"6\U67:S>7M&W()(/!Z9Z=NNFR*,?:KC\3&3W[E/? M_.!2'2G.?]+N..50X5\^:!M9B6QR MF<+CJ(NSQB4-C:?E W #=CJ,G%=K_9TFTC[ M7/SG_GEGGT/E\>V.G:FC2W!S]JN/^^D/?/\ <_STZ4 <9_9WBF8/&'N8T5;A MXV:>W,Y<0+L1RI*;&E!VX&0"<=O\ 8),@_:Y^!_TR_EY?--_LZ3C_ $J?@D]8NYS_ ,\_ M\].E '.:CI6NWVIW#)<7$-O]HM!'YW20,KMYZ+\VW&#D \$A><9%06^A M^)=*MY5M?.5IY;OY ]KA"7C>)U!D4 N X;!.!T4<&N_&GR*"/M4W/_7(]L=X MZ/[/DR#]KGX_ZY?3G]WS^- 'S_XL2[34YEO0PF"P^8'D65L^4G5T !X]!QTK MV3X88_X1RR_[;_\ H^2O*OB6I3Q#> L6(^S\G&3^XC_N@#]*]-^'%J\_AVR( MGD0?O^$\L#_7R=RA/ZT =E15#^S9/^?J?\X_N>OE\?2@"#Q*-VGR@@$$Q@@Y ( M,B@@X9>H]\>O%:U<_K]H]O8R,UU(0&C^^T:CEU7.X(#QG(&0,XY'4:(L90<_ M;)\8Z8@(ZYS_ *K/ZXH ND9QS_\ 7IU41I\@ 'VJ;C'_ #RSQZGR^?QH.G2- MG_2Y^?\ KD/Y1T 7J*SSITN<_:Y^F,?N<=UC=-1NDSNX"V^.&(SB2U!'TP/ZU=_L>[_ .@I=_\ ?%E_\C4 M:U%90TBZ (.IW7/?99Y'_DOBD_L>[_Z"EW_WQ9?_ "-0!K45D_V/=_\ 04N_ M^^++_P"1J/['N_\ H*7?_?%E_P#(U &M25E?V/=_]!2[_P"^++_Y&H_L>[_Z M"EW_ -\67_R-0!HNI?')Z@\''3G_ #Z]#QFF7_\ Q[3?]?N6??\ [=J7^Q[O_H*7?_?%E_\ (U &M163_8]W_P!!2[_[XLO_ )&H M_L>[_P"@I=_]\67_ ,C4 :U8VOQB2?3 1G_B8@],]+>8^H/;L?J",@O_ +'N M_P#H*7?_ 'Q9?_(U9>MZ=<0R6&[4;EMU^J@LMJ-I,$P!&VWP3GU##Z?> !U! MY]J6LK^Q[O\ Z"EW_P!\67_R-1_8]W_T%+O_ +XLO_D:@#6HK)_L>[_Z"EW_ M -\67_R-1_8]W_T%+O\ [XLO_D:@#6HK)_L>[_Z"EW_WQ9?_ "-1_8]W_P!! M2[_[XLO_ )&H UJ*R3I-U@#^T[K.3SLL\G./^G;''TH?1KA_^8G=8]-EGC]; M8T :U9.M'_2M+_Z_W_\ 2.YH_L>XR&_M&YR 3LM,G!)&?\ 1_?MC\ZH:I87 M$-SIP-[.Y-[( 66V!7-I/@C$(Y ! SZG/; !TM)GG%4$TV8=;V=LXZB =#GJ ML(-/-E,?^7N8__ &SH ML=HR<_K_2E4Y /M]*J?89G4C;<#F1F&/+' ).[.0 M"3U[9P2" ;XI:J?V>F_=OE^[C'FR;?K][K2FPC;JTO?I-*/Y/0!:HK.&E*F< M3S\^LS'U[]>G'/IGJ238^PQ]=TG_ '^E_P#BJ +-%9ZZ9L8XEF(.3S,Y(.[. M #V X_SFI#IZE&3S903G#>8V1DYXY(XZK2N#TQCY"H M_2E.G1EL[Y2.!CSY<9SNSPV>>.O&. .3D LR.RXPI;+8XQQ[_,1^F:>.E4UT MY-VXM+VP/.EP..>-W/XYI1IR=GE'.3^^D/?..6.!]* +E8^K'%]IF0?^/F;! M[#_1I>.W7DX]L]N+O]GQ9SNE_P"_TWM_M^U9.JV 6\TW:\HS=OSYCM@"VEXY MSPV!GGGUS0!M9F]!_P!]'_XBBI>/6B@!U1NI88#%>G(QGK[@CGZ57O3>_+]E M$/N9"_Z!1_6H NJ;F!:WV\[3MD)//&1NXX]S_6@#3HK+ U?)R;7&#CB7)],\ M\?K2$:O@8-KGG/$N/;G/- &K30"/>LS_ (G/_3I_Y%IH&L#H+0=?^>O?F@#7 MHK*_XG/_ $Z?^1:/^)S_ -.G_D6@#5HK&']L1J2S6F!DDGS!QU[8'%/!UAAD M?9"#_P!=: -:BLB)M5ER=UKCL5$CXZ<_CQ[AQ_MG/'V3_P BT 1>+"O] MG2;B0OFVV[!(.//CSR/;Z^X(X*.F)<8^N?Z4 :M%9!.L@ M$XM#[?O?ZT ZR0#BT'M^]_I0!KT5E*-7+#<;4#(R0)2<=^,C/YT,NK+]TVI] MN?8D_6G%=6RV#;8'W? MEE!//?GCCZ^GO0!9U;_CRN?^N$O_ * :-)_X\K;_ *X1?^@"LS4QJWV.?<;; M_4R[@!+TV=CGKU[?_6-+_M7[+!@VVWR$VDB3=]SY,\\>] &]1641J^! MS:YRW_P!92NK9/-MC!P=LN_$OK2J-7+#<;4#(R0)2<=^,C/YT :M0D.7!!&W:V1 MM.XG(VD-G &O7I^?6@#HJ*RE_M?O]EZC MD>:>._'_ ->F9UKYN+3^+;S-SS\N>.,CD]<'CGK0!L45DO\ VR-VW[(>3MSY MHR,\9ZXSWZX]Z4C5^,&U_*4>GO\ 6@#28$XP2.>V/RYI]8[?VT%8@6A.6P"9 M@"/X]*G]M'=N^QC!XP9CGZ],?K0!KT5BEM="D[;/.9< --R N8^ M2!RS<,/X1R"W2B/^W#(=ZV87.-P:9FQ@_P )4#KCC=W)SQ@@&U16-'_;A)WB MS'W<8:9L],YR!C'..N?;L1MK94;TM >,D23$#KG@H,]!W'4],?, >-?$\_\ M%1WO_;#_ -$1UZI\+_\ D7++_MX_]*)*\H^(QD.OW?FXW?N,[<[?]1'TSS_G MJ>M>C?#\ZH-!LA:I;>7B;YI))"YS/)GY47 Q_O'\* .[HK&237 #NBLR?,&" M)9@"G6<, .F2#GJ-OS-\_7L<6UEGG_EZFQTXX^S]CU]?;K0!MT5ARRZ^1 M^[@L@9%'YGICOTP:TZY;7)-9>T<2P6:H3&"?M,K8/F)AN M;?!&,8''UH U:9EMW08QUSSGZ8_K M69]HUD_\NMH/;[7*<_C]F&/R--%QK63FTM,<8_TR;/OS]EYH V**RFGU;"E; M6V)Q\V;N4 ')X!^RG(Q@YXYXQQDI]HUD_P#+I:#_ +?)3^GV04 :U%8_GZSN MS]EM<8Z?;),?7_CTS^M.^TZS_P ^=I_X&R__ ")0!K56O]OV>;=T\I\]#QM. M?O2UF!M+7!A?_E\ES@J>QM5_F/PH NZ M ^^RB/\ O]U/\9[J2/UK2KG]-FU>.W0+:6O\7_+Y+ZG_ *=F_G5K[3K/_/G: M?^!LO_R)0!K45D_:=9_Y\[3_ ,#9?_D2C[3K/_/G:?\ @;+_ /(E &M16.DN MK1YVV5H,DDXO)1DGJ>+3O3OM.M?\^=I_X&R__(E &M163]IUG_GSM/\ P-E_ M^1*/M.L_\^=I_P"!LO\ \B4 :U5[_P#X]IO^N3_^@FJ/VG6?^?.T_P# V7_Y M$IEU-J9A;?;VX4Q/YA%S(Q7KG:/LXW?+@\E>>/>@#Y^T=BE[:L.UQ">0#_&. MQ_E7TP,Y]J^9M*/^F6Y_Z;Q?^A"OH7[1K/\ SYVG_@;+_P#(E &M162+C6"1 MNM+4#/.+R4\?^ HH^TZS_P ^EI_X&R__ ")0!K45E+<:P2-UI:@9Y/VR4GWX M-J/YT&XUG/%I:D>]Y*#^7V4T :M8OB #S],)[:BN.G4P3#OQW_PR< R_:=9_ MY\[3_P #9?\ Y$K)UR35)); 26EMQ?*4VW2/^/Y\9Z9^R7 'ZFG?:=9_Y\[3_ ,#9?_D2L_5IM3:[TW=;VX N MI"N+B1LO]CN.#F 84<\\GIP* .E%)TK/CFU-A\]O;J8%SSUZ4Q M9-7.,PVH('::5MQVG_IDNT9_WJ -1N/K1S^M9+OK*@[8[1CM[R2KSZ?Z MMN#Z]NG/6DWZQO?$%H 1\K>=+DGDGO\H!L4G.?:L9WUW9\L5GNP M,YEFQG'//E],TK-K8V86SSCYCNFX/. !MY'09SWSCC! -FBL29]>4+Y:61.! MN#23*,]\$(>!ZXYI"=?'.RQS@9^>8=@2/N'OD9].?8 &Y7FOQM_X\[+_ *[O M_P"@"NL)U\.V!9D$-C+RCINV\;#U^7.2<_SVXBW;0? M+&1EN3SG!P..PH K?!7S?/OMJ@KL@W9XYW-CG![9X[UZR#7D?P>-R!J7V4Q[ M]EOA9"P4\R8^Z"?Q[9Z&O1HSK9+;Q9@?PX,QS]<@8_6@#7) ZT5EG^V.WV7M MVE_'O_A0?[8YQ]E_\BB@#5HK* U?G)M1QP )2"_^>B?\3G_ *=/_(M M&I@C/.>?R_2D.<5F_P#$Y_Z=/_(M'_$Y_P"G3_R+0!HQQ^6H&23ZL,9/'0C!/.) MBNK;B-UMC'!VRYSC@8STS[G^E &I165C5\=;7.?27&/KFA1K!/S&U [X$I_J M* -6BLG_ (G/_3I_Y%I0-8)&XVH&><"4G'YB@#5HK)QK/K:<=MLO/XYX_(TJ M_P!L$\FU ^DN?RR* -,D ]:R=8'^FZ7R/^/N7CU_T6;WZ_AG\,YD_P")H"N6 MML;N3MD!QGC'/7V_6L[5!?"^TO>83_I(\;F+2M'GY0,87IWSCUX[G5EBN(&MY6E42JP)B60OCC/**2.N*YNT\+VFG M7EG+!)NZ3I:7>ZV>UD'E M!%4#RX6));DL6<;L\>F,4P&[UJ76M7L[HPJB_9X7V!R8X(RTH3ELM$LK;28=*+77EQJ0S)' M6Y:&6*.4L!NS^\5@< ' MC%='8^(K77(1;V%PZS/;AD>2"1MN5!W$D*C,,\@-UK.C\(:/&IC7[=M9%C9= MUWM*+G"$8P5&3QTYKG7%_=: M ]SE-9[G7[#1--U DSW$JS3*P !@A+ M-EA_>==HQZY..*TCX1T=HEA/VXHLOFJN;O DY^:E9:^NGRWDS^;;W.&GB58VD#,P M,<2?PJH[OSSC XJ"TUNZT_1]9DNKF6:>*]N;.!P65B^%1"J!B 0QW=,@=S6W M:^&='LI5ECCN@Z+*L9_TH^7YF[?L&,+G<>GK5(>&+%)X7C%ZL:W1N98W6>59 M9 H96.XG#;NIP^$?^$?M[>X,<PTEGU'2M60ZC+<&*XU"2.W\N6'R-C F)7C*;\CN^AK.GV.NS13 M7$-[NB*F/8)HU5@68. I&&!_BZ]/3BK::#IFG2PRI;7TA@8O$K^=(BLPY(5S MM!YZ^HSZ4 :_C!MFF2D'!\RVP<@<^?'CD]_2D9LZ^H]--?MZSKCGWQQ_]8U3 M\3:G]JTR51#.A,ULH#1.I.9X^.W@CE6.- JCR)S@#W*9- &G153^TXO[LW_@/-_\ $4?V MG%_=F_\ >;_ .(H S/&0NQI5U+:7)MWAB>4L%#,1&II: M1;W'VRXMXQ;QSF9619BGE;CO)1AT.6P.HKA[!_$-Y9QZC]INFLRUU*0)H4N! M"HQ'RZ8)RI)XP1TQFNO;1-)9+N,0SA;J.&.4"*X VPKLC ^7C XXZU'>>'=) MO!&&2Z7R[06P\M;J/,(_Y9ML49![@]: +T5]'?Z&;B!GD5K)BK28$C8C(RV! MC<2.<<9Z5=L"XT^'R\;_ +-'MS]W.P8SCMFJ=S/:V>FR6\,QQATV[7D.]P5::(!1F+8 M".F*YO+>26!BD4UFJB7G;&I#!E5<#GJ?6G0>'-+MK86D1O4B#$JJF[7;D,& ('"MN.1T) MYH BM-?O)/"0OQ-'YXMF_>MG9N5S'N.1][CN,;O45@V%]K6LVEU%8W%P7AO; MG/>ND/AO1F@%MY-QY7V?R/+$=R$V^9YN<;?O;_ M )MW7\.*@7PAH\9+Q"]CE;=NE0W8E(8 %2^W)' X- &KX.U:/6=+AGCEED^\ MK--M\W<"<@E %..Q Z8SSFK/AS_CQCX ^>;@#:/]:_;M3-*%EHUK':6T4R1Q M@A1Y$YZDL3DIGDDFH]'OH%M%3YY!NE&Y89W5AYC=R&[=1DXZ4 ZG1'W6T3Q7)2#.=V-VX$G(YP,5 M+-X?LA-=75O)>1W$Y9B^VZV@X.T$*JY0$YVYQ^0P -\?ZA>Z6MA-;W/E(U_# M&ZA,LV[<>ZCM%U&.QC\DPJHE5%M.ELK6SNI+R40'?NV7";I.DRW:W3I=, MRR)+L9+@Q-*JA1*4V8+X R>_>@"IHQNU\1S6L5]<7%O;6RF;SBC_ +UR=J H MJ@8'/3.014&MZU=Z+KUL'N)S#+*X=7B$=J$\H%41OXY-V3G=UP,>MV[\/6K6 MMQ;VLMS ;F[$TTGV>=W;Y@[*"%4KDCJ#Z]1W6 QP/SS0!B M176N/?7^GV&HM=O'9[F=DB14G,JC"G!"_+NPN<#ZCC=\#ZE)XMY M0)$G\LL@8?+AHN&!P>YQ[=X(/"FFVL'D13:@L>_?M43CY^N\D19)_3VK3T2P ML- $OD+<,\LC/)))#.\C,>I+>70!X_\ $Q2GB*]!_O0G\X4->J_#([O#MD1Z M3_I/(.V*\H^(S*_B"\95*@F(X(*GF%#G# $9ZUZ9\.KV"/0+6!A(WR3$E8)F M3#32<;PF"1T.#0!GZ#->VFO++JE7BS7,E[<+ [-:(;:[D$0D^]DK&VXY'<^G'2NE7Q#;/G"7/ [V5V MO8GO$,].U '/?$B^U/0[)+JPNE@BC**8UB4N6+#;\S9 4 = H]#D' 9XN@U* M*]M8;'4I4FN9@L4 6)8TC1=TCG@9"CG!R3TYJ]K\&G>*(0ER;\1@\HEK=("1 MSDJ8"3UXH@CTP7J:@POI)H;?RU:2TNSA2<$@>0,L=QSCL3Q@< #?$=W?W&J6 M>E6MT;99H)I'E"*SL4& HW#'N<8-'$LSK*8+L2J9MJ,H+0<+Q[8Z]":;-H.A>8 M08;X+LACDC2UO/*E$&!'O A(;&T=#@]: .CUAA>:=D%E$A@/HP#2)]><>A!] M&4_,'^(#>C3[@Z?_ ,?'EGRONGG/^UQG&<9K.UK7X)K1U6.ZY> 7AP>O0 D]@>E.U75+/5+66V87L>]M5X_$'B"[M$:.69K9KB^47< M5LLLK11IB$E%4[06!!; /N,VBBBL[U'5$.]MQ,)R6;.2.2.#UYL"PTF*P.F MM)J'DR*F(S;7(;:C'*J%@!P3][C)X)Z\@')W/B_Q)86T;W%X0TMG]H3RXK9R MH>5$C$HVX1"IR&]6 Z@BO1+U[V[TRWF@O8H&*PR33JBO&4V9*R MM7T31]8N'D=;V-GMQ"_DVURB-&K\*?W)'51P.H [5)?^'-+NH'MF-ZL4DD9V M(EQM&Q/+1!^[.$ [=/R% &0^O:V^G6M^TTJVZPW!FGABMR[;9BD3F.?;@%1G MY1WS].QCO(]2TOSXF,BR6I8,5 +90]5P0#ZC%8$_AW3I$D26?4FC951T\NXV M,L?(7:D(XP,#'7H.M;4UU;6MD]M#%*$CMBB+]FG("A"JK\R<\#U^M %O1XUA MM8U5=H&[ QMQECV 'UZ5Q&@W>HIKBR:I,\,\S30F%XB+=XU^9!#*!@[2/^(]@I(^N:P=,\.Q6%V)[F:ZFA@EW6D9BN6\HN M3NW'9ENHQGISGB@"L-&-7MQ JNH8Q>4SJIDQ@ DDJ1DY- M1KKNKI97]N]Y)'?VUK'.ZSP6X"JBEI3$8=RN"<#+#C/8]-5_#&FO/]H:6_9P MLP0E9SL\W._;^[R,Y/?O3SX/QH O M>'M1NM2T."Z=@9WM2VXJ2"^#@E4Z\CD ?05R^FZ_K%R]];/=2_N'MB)/L8^U M ,H,BBV";MISD,R]![C&I;>'UMKJ$K@/R]P0# MZ8FA\-:?#)),);[SI&C+3$3&4^6-JKGR\$8]1GWH Y=?%OB"]T^"<2.@C@NS M-)#;+.3+&<*DB[&$1"_,<[00?RZ?4_$5V=%TZ>!A'<7TEE"'VA@CR\N=K9'8 MXR*:/"^G+:-9))?)$[2&0*DJF1G.69SY63Q@>F.,=:EN]#TZIZD^] &!#XCU:XOYM&%[LF@DNV:X\F'#1I&IB4@@*#DG<= MHP /?'4^'M3FUC0(KJ<@R/:ON( &2H9=V!@#.,\52/AG30=Z->++YDKM,$F\ MUS*H5@6,9R, # ],UJ0FUTVP%G;I*J) R)F&;C"D9+%.N?6@#Y]TK_ (_; M;_KXB_\ 0Q7T%XLGU"WTZ9].0O,!P% +A?XF521E@/NCG)Z ]*^?=+ ^V6__ M %WBZ=?O#ZU[_K@&JVKQ12W,$@^9'CCN$(?#!=VU?F7)Y4]?RH H?#^Y5K6> MU6Z,XMYV7$BM'<)DY*R*PSUS@_5?X:B\YV+[B< MD_PX7^'!YZU<\/:=:Z"LLF9Y9YA&;B5H9R9&4'D#9@#). !]32ZWI5GKTD33 MR7@$3HZ*D4BH'0G:V#$ZCI-L;NTO1 $2.(1)(TLK/P,NK?PYP .V3Q5Q+"S2[>^=KII MFM1!N\J;*IP25"Q\$D9SZYQ5)_#-@QM29K_-LK")L3,PW,Q+$F(\\X![ "@" MNFL:M:ZK"NHR200W$Z) B1V[PM\F2K,295)/ KH-:/[_ $X;0V;[H?:VG.0> MQ&,_A[BLJ#P_81SV\\DM],8)6>-91.R!VZG'ECIU';]:T-3NQ-+921Q3,(KO M>_[F085H)8]W*GJ3R2>M/JI_:<7]V;_P'F_\ B*/[3B_NS?\ @/-_\10!;HJI_:<7]V;_ M ,!YO_B*/[3B_NS?^ \W_P 10!;KSOQ#XLU."ZU.>UE$<&FM:*T+1H3,97 8 MEB"5'88[8-=P=3B'\,W_ 'XFS^02N>U'P_I6J74EU*MW^_\ (,T:QW BD\H9 M3>GEGH !V_ GD AM(O$M6!J\!VX2?YLX_T6X'3U_=\>V?PK-U6]6ZGT]XTGQ'> M%V_T6XX!MY5S_J_5P/Q]J .AI ^.T5)_P )):?\\[O_ M , +W_XS0!K45D_\)):?\\[O_P +W_XS1_PDEI_SSN__ "]_P#C- &M166W MB"V'/EW/W0?^/.[[D#_GEUYZ=:;_ ,)):?\ /.[_ / "]_\ C- &M7G7B[6= M3M[C4[JVN?*73?L2I&%!67S]I??N]-PQC\.>:[%/$-LYP$N1];*[4?F8A6-J MFA:3K-W)+*EV"_E&5%AN4AE\O.S>/+PQ4'L?K0!3TC3_ !#)KYO)9W^PMDJK M3*RLC1MLQ&H4 @X)^4'W;J<[XV?\>=E_UW?_ - %=\-2A48"S:>W_=WAM%5PTL@56;RQGP<>AJ6 M"\M[:-(HXY51%5546\P & -G0"J.M6MAKUO]EN4G,9?>56*=,D<\X3UY_6 M@#@[/7-8U-H;1;V6-#%>7,*/^$HUTV\.J7#3H MNZS$:QHC6\JDD2;N<[WZ@#&.G<8ZN;POI%PL8D6\8QJZ*Y^UF38PVM&6VY*8 MSQTP3V)JS)H^G,\,F+G%OY9AC9+DP(T:;8V$6 OR]>E &=XWU:YMK^QM()Y4 M62.X=TM@INCLC8J1O!&W(Z?7TXP;?7]<@CMM0NII'0O8K'Y:JMK(C#$F\GYO M,)..F V>,<#>T_PE801)Y\EV\ZM.S3QQ7-NS>:^XCY,G'L2>Y[U>AT+2X&@* MK=E;H16T,:SO;-(PNDM\><5VY4 MC<"" 1DC'/ [UI>$;J.\TFTDCE:9?+*B1D\MCL)3EM9'B.+^WGM MG2._MWAESOCB97,;8\R,%9%P6VCGG&.E:.F7EOH]M':VUC=+'&"%'E9ZG)R2 MW4DYH H>/Y+BR@^T17TT+;/+AAB7)EF)R,\,2-H/ ^M7=8M]8N='@2!RMWB MW,I1D0YP/.P3\O7..U5-7L[/6;B&[EMK\21IA#'YL10$G)&U@ V.I'48'/;. M7P[9R2S3W$.H2R23Q.C[726,11^7&-XDR3R>^F\[3S8*8\(!(TQ#R*VX-DC?M5AQA.CT_2; M6TM+6SG@N)EAF%SO$4J9GW,W*%PT)*A75)#$2 M4+(&"MMSQD=\>M %#2[N_P!+UB*#4Y;@_:9KDVX66-K8H.0I4+NR 2$&02N M(TD4JRH&8[/E)'RCO3/[$TY7CDCM-2C:*!84:-Y481KR$R),XSSZ4 %K=7NE MZY'#J,UR1=75Y]G421-;F->45D"[P0&!ZCM[UO:N2M]I?/6ZF&..?]%F/?GM M_P#7['%TO2=,TN:*:.ROF,*.(O,$DJQ[NNU68A2?7'>K6IZP);O3F^S7 *7< MA(*$,@#I\_Y_R**6B@!::,X&>OYU6D%TO(9&]A&<],]Y0/ M:D5)XP 9%;EB28\]6X&%8< $ <'@9)H N455?SUP%*]#D[.,Y&./,!Z'WZ?0 M$87(Z,APN?\ 5GD^G^L'^>] %JBJ2 003^7U' M4! _MT$@<:8/&"3_ -ER#<&+3V:@*A!.ZYB&.6;. M?]9TQC_/1- MEV"?WD1'&!Y3#Z\^8?PXH MT531KEV9>%"XPQ0%6SZ!92>,=P.H]ZDV7/_/2 M/_OVW_QR@"Q15?9/'R'(^08YW_TH T:*JXN <;EY&=WEG:,=B/,SDYX^ MASVIX2X_YZ)_W[;_ .+H GJ-0^6R1C/&!C QWY.><^E0E9\;=ZY/<1L !CG^ M/Z8Y_P#K+MN3_&@Z_P#+,_\ QR@"S1555N6 .Y%R!P8R2#CD<2$?E3MES_ST MC_[]M_\ '* )'4L,!BO3D8SU]P1S]*>2!UJ%EG/W70#WC8_^SBFNMSCY'CZ# M@HW7OR'_ *4 2Q2K,H=#D'H>GMWJAH#^;9(V",O-P1@_ZU^HJWMN!U=#TZ1D M?SDK+\/))]@A,97&921M#$MYKECE7 R3W]>3S0!L[ 6#8&0" >^#C(_04^JL M8N64$L@) X,9R/;B0C\C3BMP!]]/^_;?_'* +%%4Y&N$0ME> Q^YUQGUD Y[ M9/UQ35DN2Q4E5.,C*?>X&<8E/0G'..>G'- %ZBJD;7+*'8 >J; 'Z^HE*_K3 M(FNY"P.$QC!:,$-D=MLQ/'OB@"T@8#YB"U253;[6&4 QD<[CM8 M$< MY_Y;/QD$].F/T'2O)OB,7;Q!?;SD[XQZ<") /TKU3X>/HR 6 MJ*K,)P?]9&![QGUP!_K*4+.,EI$QC_GF1^/WZ )2"2#D\9XXYI2V 3Z?C_*J M[B=$RK*2 Q(V$DGJ ,R#'XG\A2[+@\%TP1U",/U\S- $N,@\GGIP,CCW'\ZB MU#FVF_ZY2>I_A/I@_E3T64?>93SV0CCT^\>?>JVIB;[//@J1Y4G&S)^X<=6P M>?;\* )-,_X]T_X%Z_WCZU8'4\8YZ\<\=:R/#HNGL(C)(A)+9)CVG[[=@P'3 MVK0 N>,LG(_YYGCZ_O#^E %JBJLOVA!E64]. G.>YR9 ,>W\Z5C+$&9Y$"@$ MD["N <9XY?J>._\ ]8 LGBH+X@VTI'_/)_\ T$U& M1=<89>W_ "SZ?^1:@N#<_9I"^,;) 1L . #AL^81@_Y H ^=M)_X_+;_ *^( MO_0Q7T3XAU&55DD#K*I)8E%(4<@ ]\U7\:^& M=2UV&UAM'C55BD21-S0)\RKM.$WDJ"/N\CI68_@S7$6:TC^R>5<6%G;R2%I- MR^1&$)' SDY/3I@$B@#J;CQAID$LL(FW2QI*Q54<@^7&964,%VEMHSC=FJ>G M?$+2[VRCNY7>'>[((S&[N6!/"[%.[@9)7(&0#@\5CP>!]2MM1CN)KR-H(Y)0 MK,[LVR2$0*HA*^6&/ )!^;CCL:T/P_UF"VLD6>!7LVF5-DT\6Z.5B['>B@JP M)QP""#STY .JN/'6B6RQ.]VNV2$2J521\H6*Y^13C!!!!P01S4EKXPTF\CFD MCNEV01AY&973Y22H8;E&X$C&5SS@=Q7+)X!OL[R\$>-)NK8CS))/WDLDKEMS M+G;B3DGD'L1ULWO@:]OH!;-)&J_V/9VQ8!B/,MY5DP1P2K<\C!'IV(!NIXWT M>2WDN5N?DCD1&_=R[PS\J#'LW8;L<8/..E4K[XC:5;+;O$SRK+=&$E4D4H5V M[B5*AN-PX R>V:H67@S4$C=IC'YS7EG(SM/+<[U@+$*]-T1XH[N8QM*A9%\J5B0 M/9%;'T-17/C;1K2**9[L%)HC(A1))/D!VEB$4E<'@[@.$99MOE6QA) M!G':J%UX'U8FZACGMVBOHK-)W<.70PJ%)C7&"/[H8YZ<\9H U?$G MCNVTF06ULRR3BYBB="LNP;^3\X7;D#!QGU'6KWB3Q./#I@W6TDHEE1-RX"+N M..2>I]!CGUKF=4\%:L0;2V\B2W.I"[5Y'D$X9N&#'!#8R>>21[UN>-M&U'6X M(8K00D1S1RG>S*24;A?ND8P22<]L RQ- EI-.C@L';]T Q/R\9P1P">>,GK5#P[::C< MW^IZE=0B.8D6\*OO,>V)3G8Q ;RY'PV=G/..:QI_#6L6-I-IA5'CU#5 TDD0 M=FC23:96(88 &W S_A0!IZ?XQOK:VTU[ZV+MJ$R!77:D2"5L1*3R2=OS'CI^ M56K3QL;[69-*2W0>7*Z%VN%5SM!)*Q%U2>)?#U[JILX;-X(8;6:"9 M,ABX>+<%7:!MV8(Q[]L57O="U77[NW6_,$<5M.)1)!YB2OD8V*PDWH,9W$8Y M (SV -+Q'XD;0G@BCA$KS+,P#RK @6( L2S \G< !C\JS-0\6RW\.E)IORRW M\BL,A7*1IAIL@\''(ZCO@YZ/O/!QCM3:VJQ2AS(0]T&N3$6! :,2%@,,N)5S(FZ'#J #O/ M&,<=ZQ[WX?W>I23[Q:V^ZWC53;Q%87D6;S-SQ,>2 ".AR&Z\8,-[X;U/5+Z( MSQ\7=W#+=%0!'&MJI6./[[\M\Q/7G;[B@#>T[7K[3[C3-,U"%GFN8I2UP6C1 M2R1^:RB-,D[<[22%]1FCPWXU'B&\FMEBC01O*#FXS,0C8#>7Y8&#GLQQTIVM MZ/J=YJ=E>V[0 6HGV;PQR98U0[\,._( ].O2J@T75;N_M;^]QNLO.5!"J!Y2 MPVEB6EP$;KC((SC R< '8CISZUYO\;?^/.R_Z[O_ .@"NZ\V[#A=H )8;BBX M&"0/^6V>>HP#U['-<%\9PXL;/S""?M#]%*_P>[-_.@#.^"?_ !^7O_7"/_T. MO7J\?^# 8W=[L(!\A.2-W\?U%>KHMR>K(/;RS_\ '#0!9HJH/M)8C@_UGOG\/I2E;D?QI M_P!^S_\ '* +-,W@''?&:KRFZ3&TJV>N(^GO\THX^E!%T#CGT\LY_62E*SD [T'UC8_P GH L5E:C_ ,A+3_\ MY_]%BKNRY_Y MZ1_]^V_^.5E:BLXU+3SYB_\ +UG$9PAYZ_P"- &YZT#H.]5]EQTWI M]?+//_D2C;<_WT_[]G_XY0!9I@);.01SWQS[\&JP-P3RR@G(QY9['&=!WSB@"W30X)(!Z''XXS4&VX;HZ#G_GF?_CE( MOVAL_.@P_P"[/_Q= M $K9QP!^)Q_0THJ$I/\ \]$_[]M_\72;+G_GI'_W[;_XY0!8K)UAED#D7 MTGY?8[C^N*T&\T*!D%LC)"G'Y;OZUD:J9/MNDAR/^/R?/&.EK/MP"2>G7^E M&WM]S13-LOJ/^^3_ /%44 4Y]/FNN)3;O_O6Q;^I/_'KZG)_Y M:]ZUJ* ,C^Q?]BT_\!/I_P!-/8?D*CFT ."5BLMQZ%K/(^I_>'EWG]U98P,#[$,YYSSYOT[?\ UAM#@B7F).N<4\>'HS_ ,L;+_P#'_QR MMJB@##;P^O&(+$\C.;3''<_?//M^M/\ ^$>C_P">-E_X!C_XY6S4A'.0 .@QLFZ.&Q;*Y7_1!M/&1R'/!]<& MGGP[&1_JK+_P#'_QRM@#@-E_P" 8_\ CE,/AY=X M_=66,'(^Q#.>,<^;]>W_ -?C_Y MXV7_ (!C_P".5LT4 8P\/QCI%9?^ 8_^.4QO#Z\8@L3R,YM,<=S]\\^WZUN5 M&Q6/DD#)')XR3A1^)X H Y[5]"2*RN7$5D"MO*0?L@7&$)SGS./K2V.B1FS@ MD:*T.88R?]#WL_&PYI^D_\ 'E;?]<(O_0!0!1_X M1Z/_ )XV7_@&/_CE(^A#80L5D<9(4VF%SV_Y:''UQ6U10!C'0LL24LR""#_H MG/)R>?-Z>V*5=""<+':#KTM,=<9_Y:>PK8HH QO[ 0=(K/H1_P >@Z'.1_K. M^:<-#"\A+0A' JEHVB[K9,+:E? MWB_/:EWXD;JQD''7C'TXKI21QSUZ?SJAH$)@LHD( (WYP !DNQ/ H A?1=_ MWDM#R#S:YZ9Q_P M/<_G49T$XX2RSN)_X\^,$\\>;U(XS^..U;=% &&=%F"" M-19;>X^QD+C<"<#SO3/XX-*VBR[-JBR&#\N;(D 9!QCSAZ>HYQQQ6W10!BKH M3JI4"S&2>EF0-I/*D>=R<=^F><=J=_9,X;@V@7+$C[(<\X/7SL=O%;&0T?W4\M?\ M5)C"DG Q[^]>G^!=(>;1+%Y%MF.PLI:WWL!O8K\V]>0#Z?GUKS+XDG/B&^_W MX_\ T4E>N_#Q-F@6(P!^[8\#'61CGGUSS^E &A)I4Z31S(5+) M:L1G!-KG&>O66M:B@#(?1/,(+):' (&;3/!X(_UG2G2:.9?OK:MUZVN>O!ZR MUJT4 E7O^$>C_YXV7_@&/\ XY4O MB*,RV94$C,UMDC=G'GQY^[ST^@]2!DC4H PQX?C?!$-E^-E@_D7IP\.QX&8; M+/\ UY@_^U*V"NX$'!![>U,1!'PO"A5 4 #&>F!_G'% &0WAY&4[8K($C@F MRR >V1YH/X9%*OAV/ S#99_Z\@/_ &I6W10!A2>'AC*0V.1G@V> >#@9$G'. M.<'CM3!X=;Y\I8^'V2SE)2QWB.0EELMG\)Z9F.T^^3ZUTU5=1_X]9R 2?)DX&03 M\IXXYH P=)\/*;6,M'9'EO\ ES!XR>_F_K4S^''.0JZ>/FR =/)X Q_S\#)Z M<\5JZ4>01VQWJ4>'(Q@ M>59'CG_0AS_Y$K: %+0!B+X=3)_=66.V+(#_ -JTH\.QY_U-EU_Y\A_\C_P">-E_X!C_XY1_PCT?_ #QLO_ ,?_'*V:* ,;_A'H_^>-E_X!C_ M ..57N-",$<\@2S!$;;2MGM8?*<_-YI_D*WVSV]:AO\ _CVF_P"N3_\ H)H M^:]+ -Y;@]//CX/(^\*]_?P_ND.([+RRX_G7TR* ,,^'SL"^79$[>OV/Y=W'.SS.A_WN/4]IAH87HEIG M '_'IV'0?ZSM6O10!C'0P#GRK/)8'BT&W7CIC/:@"%M 3&/)LSCH/L@_$C_ .>-E_X! MC_XY6S10!C?\(]'_ ,\;+_P#'_QRC_A'H_\ GC9?^ 8_^.5LT4 8W_"/1_\ M/&R_\ Q_\C_ .>- ME_X!C_XY67K&AI%/IR^7:J'OBI"VNT'_ $:9@& D^897IZX/;GK!6/KW_'SI M?_81/K_SZW'H* #_ (1Z/_GC9?\ @&/_ (Y0OA]%((BLQ@YXLP/_ &I6P*,< M]: ,0^'4;@QV>.X%IC)'KB49_$4\:&58%4LQSD_Z'R3@@'/FCL3VK8%+0!DK MI)0\+:@X/2U/\_,H;1MQ)*6I)QG_ $7KCD?\M*UJ* ,D:5(A 46H7G(%H>N1 M@Y\T=L]O_KQRZ1=2 -9_?R=UFS C.0,>>.1QS^E;..M(O'% &.FD7 X/V+ M/ %HW9B>IF_NX[=>?:N&^,%H]O:VA;RN9G_U<7EG.WN=[5ZD2!7FWQL_X\[+ M_KN__H H R/@[9_:)KY@8]RQP@!TW]6;) RO3&/Q%>EC2I,L3]E.2,8M3]WL M"?-.>G.?^>GKS2#0448$ M5F!Z?9/_ +96Q10!B_\ ".Q_\\K+_P Q_\ '*:_AU"#MBLLY')LLC\A**W* M* ,.7P\LG/EV>XL"2;/)^]D])0>1[_@>E-?PZ&(Q'9 8[60W9R.03(1TSV/U MK>HH Q1X=C'_ "RLO_ ,?_'*S+_0$&H6(\NT /VC(%H,'$8ZCS.:ZVLK4?\ MD):?_P!O/_HL4 1_\(]'_P \;+_P#'_QRFMX>3'RP66?^O,#Z_QUMT4 8C^' MD(^6*R!][,'_ -J"G#P]'C_4V7_@&/\ XY6N6&0,\\G\N/ZTZ@#&_P"$>C_Y MXV7_ (!C_P".4?\ "/1_\\;+_P Q_\ '*V:* ,1O#<3_P#+&S_AZ6F#P0>H MD]J7_A'HB<>39?\ @&/_ (Y6U10!AOX>7 VPV/7G-GV]OWE/_P"$>C_YXV7_ M (!C_P".5LT4 8I\.QYXALO_ #'_P 82W ]1SS[5U]8^LJ#>Z4?2]E'0=[.X/]* #[-K7_/Y:?\ @'+_ /)5%:U% M $%S;R3KA)GB.",H(R>>_P"\1QQVX^N:;]DE_P"?J;_OF'_XU57Q)##<:;=1 MSMA#$=WSF/..0I8$'#$8(SR#CO7F.B"#4+?P]9WC@VA74C*K-MC#@RE2QR & M ((STSQUH ].O94TX1F>^E3S)4B3*PDL[?=4 1$DFIS83%=OVR;IC.(,_7_5 M=:\Z\*RRZ[+H]G)DQ65M)<2EB5;DO';X.XX(3:PQT'0\"ET'5K3PI/XDGC8, ML;6YB!D+F1CY@'S$DMEF&X\]8KLQVD,@.[ M'3G% '?M83DG%Y.,KCA;?@X(WGX5R_C>07^AW;ZA;?9VC+>2K7 (=N KXC8!NO"L#]*P_%RZ/J4%G$DL(O9 M[:W59WG(CAB3#ELE]BDX(&!DY/K0!WMS=PV<\-O+>.LL^X1IMC);:/FQB/WS MS_+-2^4Q0R?;9-HSEOW&!CKSY>.,2'(U9K0^7=N[)>6(('DG#?:X@,[8B00?8_0]*58YAK MC1?:9,?VP/)Z\;>1T6*'3&?3[5[>ZC233'^UP1HAW&_B M B.T#;?$!7:.=,!+<[CBO..,@&D+25>MS*>". M1#WXSQ&.G6G?99-V?M,N/FXQ%CGI_P L\\=N?KFK5% %0VDI_P"7F4?A#_6. MF+93 *INYB1C+%8,G&>N(LU(2!U]OUXH Q=2L9X;&Z+7U MP^+:;JEOG[G7"0 YX/YGCIA^GZ?*T%NZ7MP$\N(A=EN 1C.TYB9@"#@_-GCK MG),_B%]FFWK#C%K.@"&?3YY?N MWT\?S$_*MN>./E^>%N!^?O3#97$IP+NX3"XR%MCG&5WG3CJ*TZBDD MV X&3@D*"-QQZ9(% %0:?. ?].G.3G[MMQSG _<_AS_/FF_V9<#'_$PN/^^; M7T S_J/8G\3[8TJ* ,Y=-N%ZWUP(.H)!';(&1C(*MI\[-D7TX M^[P%M\<8SUA)YQS]>,<5H44 9R:=<+UO[@\KU6V[#!'$ Z]3^F!Q1_9MQT^W MW'4G.VV]^/\ 4>_Z#WSHT4 44L)DX-Y.WN5M_P"D(JCH6GRK:H?M$RDE\Y\A MF.'8#+",YX]ZW*R_#\9BLXP05YD^4A1C]XQS\@ YS_DYH G^PS9S]KFZ'C;! MCZ_ZJF_8)OF_TV?GI\MO\O&./W/X\Y_+BK]% &<=.G(P+Z<3G'^I[ M=!^N:D%E,,_Z7,(; MT,5/W;\ 1LO$KC[S(WITSQZ"O+?B0NWQ#?< M?/'T]XD->P> <_V#89_YX#V[F@#6^R2_\_4W_?,/_P :IHM)&Z7ICT[0?\ QNE^ MR2_\_4W_ 'S#_P#&JMTQW6,%F( '4DX% %?[)+C'VF7ZXASV_P"F='V27&/M M,OUQ#GO_ -,ZMT4 53;2[L_:),<<8BQ_Z!FJ]]:N+:7=<2$".0G(B (V]#B/ MI]*O.Q49"ENG QGK[D#CZU#J6?LL^#C]S)STQ\IYSQ0!4TVT=K="MS(!\W"B M''WC_P!,JM?8Y<8^TR_E%_\ &Z;I/_'JF3G[W/\ P(U=H I"TE#EC!P5B'X_P"K!S_G%6J* *(M;D*%%R2=W)*(25^;C@#Y MN1STX'R]E?\?EOZ^?%[_P 0KZ,FBNUW-]I15!8\Q=!@ M\$E\<9SG';ZY^<]+(6[MSTQ-&?\ QX<]_P"5>\^,XGOM+,4=S';O*T87S',2 MOGGRLG!!8<>M %W3Y9[^%)X+V*9&W8<0Y0X.TXP_8@]^M64AO54 SQ' R86 MR?>><]H?B9"UN+&Z MCFF5C?P1E5D81;2&8_*.-Q('- '6^5>AB?/B/ X\EL#KS_K<\TC0WNX'SX^A M&/(..<<_ZW/;U[]^,7:K!+F,;9,O*60X '*DD^H&/F( .M:WOBH7[2@QCYO(^8_ M7,F/R%9NKI=A']_L3G\!VSGG/B=!LLX;M99$>.XB4!9"B$.PR2!P3@<&L;7M?N9?$ M%I)*)X8(+[R$01S'S<$[Y!M7# G;A02<6!_$2 #GL M./PS4/V._P!NW[8-W/S>0O\ LXXW>Q_/Z5S/Q#NK:;3DNX;O/E74:@1S_)D. M ^0IY91G@].34.N1G3]6:_6>.=9[VUMQ"')EAD\L*"HW[-P;#%64Y''&2: . MM>TO><77\(X$:+EN?XB'P#]#CK[4Z6RNGVF.\=.>RQ#CMUC//K_(5EZS;R))(;CSB5EU.^42!QYL@VA4C:/=E8U(.T MXZ$\#BO0M6+FXTLG'.H.1\I! -IN.I_2@"[);NB;GNI%"@EB!$!QR3R MAP/QI+>)KJ-)8[R5D=596 A(*L,@C]UT(K$\=V8U&.U@^UQ0L9]WE2R-''.J MKEXV*\XQU.#UQW%2>!;B"ZTTBVB:%5GG0J7\Q00W\#%1E.>.!CIB@#;^QR_\ M_4W_ 'S#_P#&J/LDO_/U-_WS#_\ &J\^^+=[NT5%=16&KZO8K8%OM"3P75S<3$J44(I6']Y@EF&,*,\GD_>( /1 MOLDO_/U-_P!\P_\ QJC[)+_S]3?]\P__ !JO._B7KB:S8[+4RO;*OF-/$C-" MT@D\M(V< * ,ECGOMQZA^KV-CXB?3+6&V_TN[$,EQ)(CK*D$("LQR006VX4] M#Z\@T >@_9)?^?J;_OF'_P"-4?9)?^?J;_OF'_XU7EG@R=;?4;._GD0))#J+ MF;=F=]C%F,ZY.-J@D$<8QWK?\4/:OK>A7J3[EDZ1G_P!(?[P0?P?["K4D,,%CXIL9K9T* M3R7RL8Y6EED<9W^;N"[0I/R@;ONY]P?&S_CRLO\ KN__ * * ,CX,QF2ZO55 MV3]Q'\R[2?O?[085Z;>2)I_E>?>R+YLR1)E8?F=_NJ/W74XKS7X)_P#'Y>_] M<(__ $.MGX@6UJ]Y)=3O%<)#9A7M7E,4J;GR)8B%8%CW!'0=>F #NOL:0C9FC#-Y><,0K'MQFN?\ %6I3W^L6EP\5P(+;4K5(0L4C1R_O 7D#_<)) M&$"Y)H ]&:QF88%Y,/<+!_6(TC6,S*1]LF!(P#M@R#ZC,6,_4$>U&0($$K*N\2HLBE VUF3/H<=:H7\MI;:A!JT$EM>-NM+8VQ17F5\# M:T;\[6!P0< =LYH [S['(S,!>S9 8$ 6_P NYL@_ZHG(' SVZY/-2>68_P!V M;E]S;MN?*#=N@V#./IWY[8\VTRQ&@:O8$3PS- FH2W=PCL[-'@C,G!P5(("Y M/(JUXMNM.N;R&YM6@>5[BP=BLCM>%>_^K[XK-O[65=0L%^TR\_:.=L.1^['3]W7G_AJ6+_A(K.0,K%[W4\+ ML7[6"R8Q-@YP,DJ>OWN@X'I.H_\ (2T__MY_]%B@!=0F32H'N;F]DCC099BL M1Q[8$1)^@J:"%KB-)([N4JZJRD+#@@C(/^J]*P/'5M!<26+33VJ&*25Q'=@_ M9Y1M"LI8\ @'(X)[@<&K_@>XAN]%M)((/(0HP$>YG"X=E.&GXU M&R%9!&;U][C-:R1C+7 M<(((QN;S!EAOV@(<\C MCC- '?K&6D,0O7+@9*?N-P![X\O..:<;=U(4W!Y=>4:+<6UIJ MMA=%X1&EQJ4A,>3=A1O),^&8X55)'7*YZY..B\3:EI]UK7A^]BF!\QG.\N54 M1G 3*/C&YB>>#P00=N>1D"/()'2L[5+:5+[2LSR. M/MLG41 9%I.?X4'4 CH>">AQ7*-]E3Q58/:?9SON+\R"!V>?<5PQFW/Z?X44M% &=JL;WD;0K;6]P MA^^DTA5XC<-C,MH"4.02/7MQSV-% &';)(+0'&> MOZ4L&E"*5+D:?9I,!]]6^<9&" _V<'&"1VXK;HH R[NT?4%5;FSMI0IR!(Y< M XQD!H3@X.*B?2U<8;3[,C(/+9Y!R#_J.Q&:V:0#KS0!B:3H[:- ]M;V\7EO M([L&G9@2_P![_ECC'M4JZ>8T,:V-J%+%BH;"[CG+8\C&>3S[UKT4 85OH@M; MQKZ*TA24P>3E9W5=FX-C:(L=1UQFIAI@R[?8;3+L68[N68]6)\CDGUK7HH Y M?6;'[%9B.*UMX$:\LB?)>.H.1U&3Q3_-NO[<(\I2PT\''FL(P M#-QAO*R6)!R,<#OS5GQ<[)8;EZB[L".0#D7<7=@0.G4C%)D?\) 0.ITP%N<= M)_EX/7JW(Z=_X< &B9;P#)AB_P"_[_\ QJCS+W_GC#_W^?\ ^,U_ M\\8?^_S_ /QFCS+W_GC#_P!_G_\ C-7** *?F7O_ #QA_P"_S_\ QFCS+W_G MC#_W^?\ ^,U_\\8?^_S_ /QFCS+W_GC#_P!_G_\ C-7** ,77&NV ML+H,D:@VLV2)GR!L/(Q$#D>Q%3:=)=?98-D,6WR8]N9FSC:,9_='^=/UR4Q: M=>.HW%;:K1(3U/)49ZDD_7)^M #?,O?^>,/_ M '^?_P",U'YNHY_U$&,]?M#YQ@\X\CKG'&?QXYT** *?F7O_ #QA_P"_S_\ MQFF++?[5S!!GC(%PY ]<'R!GVX'X5?HH SFEU$%ML$!XXSOZ M3Q5VB@#/,FH9/[B#'./\ 2'YX&,_N..<^OZ\'FZAD M?N(,<9_TA^.NWI_CH44 9Z3:CE=T$ ^4[L7#G!XP!F 9'7GCZ53T.XO M9+*-O(B!R^09V_YZ,#R(B#[>OM6Y6=H2HMF@0 #=+P./^6C9H D$M]D_N(<< M8_?OGWX\GBH5GU4CYK6V!]!=R$?G]F'\JTZ* ,WSM3R?]'M__ F3U/\ T[^F M/U';)/.U/_GVM_\ P)D]1_T[^F?R'KQI44 9CSZJ!\MK;$^]W(!^?V8T@GU; MO:VO0_\ +W+USP/^/7I[_I6D/?WIU &5]IUG_GTM/_ V7_Y$I/M.L_\ /G:? M^!LO_P B5K44 9/VG6?^?.T_\#9?_D2E6XU/7J>_KS MF@#1%QJ_>UM<9&/]+E/&>3_Q[>E!GU;)_P!%M<8.#]KDSG'''V;U]_?VK5HH M RUN-6/WK6U'TNY3SGI_Q[#M2^?JG'^BVW5L_P"E2<#MC_1N<]^F/>M.FCW] MZ ,^6?51CR[6V/KNNI%_E;-2"?5,G_1K?&[@_:I,D<\D?9^#TXR>_/'.G10! MA:K-?_96,D4"8DA(87#D#]XN"285Z'W'U'6M'S+W_GC#_P!_G_\ C-0:]Q:, M?]N'MG'[U.3Z =ST Y/ K1S0!5\R]_YXP_\ ?Y__ (S1YE[_ ,\8?^_S_P#Q MFKE% %/S+W_GC#_W^?\ ^,TA>]./W40P?^>S<\=/]35VB@"GYE[_ ,\8?^_S M_P#QFCS+W_GC#_W^?_XS5RB@"GYE[_SQA_[_ #__ !FH+^6\^SS9BBQY3])W MS]T^D.:TZJZD#]EGP,GRGXX_NGUR/TH J:;+>?9TQ#%_%UG?/WCZPU.TUZ"H M\B(\]IFP."<_ZKVQ^-&DJ5MHQR/O\$[C]X]ZNB@"@;B__P"?6/J1Q/SP>O,8 MX/7U]J>9+WKY,7T$[?UB_K5VB@"B9[T(3]GC/RDX\]L].G^JQ^M(9[\-M%M' MC/4SD#'X1$Y_#\:OT4 4/-O6/^IC !_Y['GCKQ$?Z4W[3?[]OV5,9'S>?\O< MY^YGMCIU([9(T:8% )(SS[D_I0!0^U7P_P"75 3T!GY^[D_P?A_]:HKJ:[$4 MA:U10R/O(FR0-K<_JZ#%J\WFW>FPSN MJ!0YF/W02V/N#H2>U=&*6@# 2SDMV9TTV,%XDA;$XYC7*A3E>@ ^N".^0*%7>3CA.1EBWY]\9ZNB@#E[#P_!82I%(YZ<'//UJ?5I;J26PWP(N+PE0)NI$4H )*< @E@0,\8X)KH:R=:5&FT M\.2 ;X'@]2()F4?F!0!1UVPG\16;VES9#8V&R)T#*5.1@E&P>V<=,BI=,MYM M(MQ#:Z='$JC.U9E!+=#G"X+$ &<_C3J .1M/"L-O## M!)IL4_DF3:\\RR,Q=BS,V8\'<>1QQZ U/!HL%C.MW%I-M"ZKG>)%3;P,_=3 MX8@GV/;&>GHH YNWT=+/SC#I4"^,>X[9PIT:-IHISI M5OYD7EK&WF+\@3A,?)T7J/3''(%='10!S\6G".X^UII5NDVYCY@=%D)=?F)8 M1Y).2"<^M0ZS=7HN--)ME4B^.W]]G)-M_MSD<_IOQ)M;F61+A1"OVL1(S[T7:5W99G0!2/0 MD<&NE37M.DD$*WD#.P4A!-&6(*[@0NTY3*#>0#R>) 9D^0[MF&RWR_-QSWJ.YUE/LOVJS47:[L?N6WCO MD@H'S@\''2@#/.C2(\ACTC3?W@96/G%2ZELD-BS.01Z5,OB M/2Y$>1;ZV*(5W,)HRJEL[03NP,X.* *%MIUW9S&>'2M/CD;=N=+AE<[CDY86 M8)R:X_XNR73V-G]JCCC/VA\".5I01L]6CCQ^1KT!O$&FJ54WMN"RAE!FCR5( MR&'S<@CFO,OBKXEL=;ALX[29)0&=R5;)'5<%<#'3C/4=..: (?@^\Z75Y]GC M5W\A.'#S M7$_!5U%]>*2 3;H0.A.'Q_6O8* ,A;O57#D6EMP2!_I+>Z2-(A8682,@QJ)V"JPR00!;8&#CD>I_'9&%='PP&S;@,+<$>GT_*MZ MB@#%M].:WWK'I]F@E+^9L3 MY7M71UBZL^W4M-&<9DN.Q))\EN,C&.N>.1Q5^,W<:A5@A P )F ].(:NTUF"C)./K0!5\R]_P">,/\ MW^?_ .,T>9>_\\8?^_S_ /QFK8I!GGZT 4I1![5H44 8HL!%(\RV-J'D^5F!Y/!!RRP9Z$@DU(^G;V# M-8VI*H%4ELD+G.T?N>!DYXK6HH R8M/,,QN([&U64C!D#[7(/4;A#FJNKMM;A<\ M^FOJ#^.1VJ_33@4 4FUW3T;:UW &QG!E0' M[XSG%01^)](/"ZA:G[Q_X^8V]2?XNPY]OI6KBC% &7_PE>C?]!&T_P# B+_X MJD_X2K1O^@C:?^!$7_Q5:U% &5_PE>C?]!&T_P# B+_XJC_A*]&_Z"-I_P"! M$7_Q5:M% &5_PE>C?]!&T_\ B+_ .*H_P"$KT;_ *"-I_X$1?\ Q5:8Y -. MH Y;7_$NES6\8CO[9B+VQ;"SQDX%U$6/#= H))],YXJ(>(--_MLW/V^V\HV" MQ@_:8MN[SBV -_7')R!VP3SC9\2'%K'_ -?VG?\ I9#5?>W]O8(.TZ?^GB+_ .*K6I,4 9?_ E& MD8W?VA:XZ9^T18_/=3X?$>EW&?+OK=L#)VSQG'UPW%:.*,4 9O\ PD.FC/\ MIMO\K$-^_CX(!)!^;@@ YSVY[4YM>TY&V->0!N.#,F[D[1P3_>X^O'6M#%+0 M!SFO^(M,;3KM5O('9K6X"JLT99CY;#:HWNT>O- %8Z M_IJG!O;?@XYFC']W_:_VA^8]:5=E % M!=:LFR?M,6 2,^;&0<<'HQZ'(/3!IH\1:80K?;K?#9*GSXR#CK@[N<=ZT<48 MH HC6K+C-U!\Q^7]\GS?+GU^O3/'/T1MH((]1CO6M&6*C< "0,@'(S]2 ? MTJEH4GG6<;;]_,G/'9V&. O3ITH E&KV1Z7,/_?U/\:7^UK+_GYA_P"_B_XU M;HH I-K-C&,M=0@>IE0#^=)_;-B&V_:H(;QE M((/D6_$W)\1WN?6#_T1 M'7JOPVW?\(]8[LYVR]L<><^.P[8^OO0!O?VM9?\ /S#_ -_%_P :/[6LO^?F M'_OXO^-6L\XI: *G]K67_/S#_P!_%_QI/[6LO^?F'_OXO^-6SGBEH J?VM9? M\_,/_?Q?\:/[6LO^?F'_ +^+_C5NB@# \07EO=V;)%<1[C+;MD2(2-LR,2.N M" "S=7P%:>W+D+D\31Y/'?:,9 M_0]*T/L5OC;Y28QC&Q<8QC'3I0!'_:MG_P _,7_?Q/\ &D&K6?\ S\Q?]_%_ MQ]:7^R;+_GVB_P"_:?X4X:;: @^1%QT_=KQSGCB@!G]K68_Y>8O^_J]_QI?[ M5L_^?F+_ +^)_C2G2[-NMO%_W[7_ I/[)LO^?:+_OVG^% !_:MG_P _,7_? MQ/\ &C^U;/\ Y^8O^_B?XT?V39?\^T7_ '[3_"C^R;+_ )]HO^_:?X4 ']JV M?_/S%_W\3_&J^H:I:/;S*+B(DQ/@>8I).T\8Y_D?I5C^R;+_ )]HO^_:?X56 MO]+LUMIB+:'_ %_LFR_Y]HO^_:?X4 ']JV?_ M #\Q?]_$_P :/[4LR"?M$7'_ $T7'\Z/[)LO^?:+_OVG^%']DV1_Y=H?^_:? MX4 ']JV?_/S%_P!_$_QI5U.TZ9:1P2LMO$"(W((C4$<$YZ4 ?.^CMMOK4XSBXB.,9SAQ7T MI]HC+;?,7.<8W#/<]/\ @)_(U\T:6 UY;@C(,\><_P"\*^D?[(LL_P#'O%_W M[3_"@"QYR;MFX9QTR,CWQ2+<1OT<'C/!'3&<_2H?[)LA_P NT/\ W[3_ H_ MLBR''V:'_OVG^% %C>O'/7H<]>]1_:H\9$B\D#[PZGH/J>PJ/^RK/_GVB_[] MI_A1_9-EC'V:'_OVG^% $PN(SD[Q@!23D8 /0_C69J[QRW%E&&RRWBL55EW M"*3DKR<>M7?[)LO^?:+IC_5I_A6/XAT^WB?3_+B1^1CZCUIO]K6G_/Q%[#S M$Y_6E_LFR_Y]HO\ OVG^%']DV7_/M#_W[3_"@!6U.TC)5KB($$@@R*"".HZT MAU.T4;C/& 3@'S%QQCOGWH_LJS/_ "[1?]^T_P *!I5F/^7:+_OVG^% !_:M MG_S\1?\ ?Q/\:/[5L_\ GYB_[^)_C1_9-E_S[0_]^T_PJ,Z59AB?(BY X\I, M=_1<\^_X4 2?VK9_\_,7_?Q/\:R-+J/^6:^N/2L35H-/FNM/2*.%L:AM<+&O_/K<'!QCTZ>W3C% ":_IUEK M$EM+'=VL;03F4AU257)7;\P$B?GFL"/P+;1O"3K$+QQ",".1=T9VIM*L!. 5 M)YQC(&%SQ7>_V59_\^\7_?M/\*5-+LXR&6WB!!R"(U!'TXH \\/@&V9% UB+ M",^U0IV*KJJE01<;R/EX!D(ZX')J_IOA*STVZAF74X2D5TTXR!YQ+1B,H93, M?EXR 5/?FNT_LRTQM^SQ8SG'EKC/KTITEE#)(KM&AP&ZJ"?F.3S[\T >>W?@ M"PNX#!_:D DF:-MB-(#(RL^]O-^? 7 P%QDFMZ72[+[-=VJW=J4N;LS%)5# MQJI"?(%2:,\% V<^O%=.]M%+G>BMGKE0<_G338VYVYAC^3[OR+\O0<<<=!^0 MH Y"+PU8?9;&UDU"*1;5K@C=LP3*C* !O^4(6R <],527P580BV:+48 \"V_ M+1QM&YB,FXLF\$[A)C[V1C@GMZ$%"@ # %&* .#T[PA86#[SJ4;D36<@)*Y5 MH&9]HS(<*^[[HZ"N+\=^'X=$LK!([R.X,8DB&Q54[2[2Y.';)RQ':O<:\Y^- M6_[!:8)V_:6SC.,[#MS^M &#\'9X[:^NGED6,?9P,,54$EP>K'.>*]9_M:R_ MY^8O^_B_XUY9\$^;R]_ZX1_^AUZ]0!3.K68_Y>8O^_B?XTS^VK$+O-S$!MS\ MTBKQ[Y.1^-6W+C[J@\CJ<<9P>0#VI^!B@"H=7L@,FYAQZ^8F/YTU-:L)!\MU M"?I*A_K5VEH S_[?TT=;VW^\1_KH^H.".O6C^W-/#;/M<&>>/.3/ !/&>V1G MZCUJ_BC% &8_BC2(R4;4+56!((-Q$""."""W6F_\)5HW_01M/_ F+_XJM7%+ M0!E?\)7HW_01M/\ P(B_^*K(U/Q%I4FHZ=(NH6Q"/<;L31D &(C);=@#.!UR M21@=2.LK%U8G^TM, !_UMR21G@"!NW3J1^E $J^*-(8@+J%JC?]!&T_P# B+_XJC_A*M&_Z"-I_P"! M$7_Q5:M% &5_PE>C?]!&T_\ B+_ .*H_P"$KT;_ *"-I_X$1?\ Q5:M% &5 M_P )7HW_ $$;3_P(B_\ BJ/^$KT;_H(VG_@1%_\ %5JT4 97_"5Z-_T$;3_P M(B_^*H_X2O1O^@C:?^!$7_Q5:M% &0?%6D9'_$RM,?\ 7Q%_\75#4?$&FW5U MIWDWMO)LO69MDT;;0UK/&"<,< LRJ/<@=2*Z:L3Q"^VXTHYQ_P 3+&/\ ,H1G\:IW+V4%JUX\SB%% M,A<3RE<#YB?E<[OH,YZ"@#4HK)LY++4$1HII#YL8D53/,LFT@<["X8#'M437 MEBUY-:&64/#"DDA,TR(JD\9;>!GO_7B@#;HK)F@L$19I+EU1@NUS>3*A&.,' MS .G<=:F&GV_EY$DNTC.[[3/TZYW>9TYH O9.?P'^<4ZL?R].2,3?:FV-D!S M>R[#ZX)EQ4%]/INEPQW$D\S*\B(A6ZGD#-(<+@>9SWH WZ*R;>VL;AV2*X=V M0$,JWDSD=1R!(<&FK;Z?)"\Z7,C1H"6=;R=E&!DDL)".!0!K Y /_P!>G5SF MDW&F:O;PSQS3H)L^6KW=PC-@[3A6ER1D<5<:VT]91 ;F02'HAO9]Y_X#YN: M$\3Y^R)@X)O=/ R,C/VR''&1G\ZKHJCQ&[YY.E1C[PZ"X?G;G..>N,4FOZ7! M%;(V9CF\L1@W-P1\UU$N>9.HSD>AJ%+")==:+=+@:P _(5EZO:Q M+IMU(K2,!:3$?Z1,01L/.0S$YQU )]JMP6<$T*,OG*K*& ,TP(##.#A^,>G: M@#0HK"T^\TW59YX+>XD=H& <"XFZD*>/WG(XY/U'9T_#KWH T:*S(/L4Q8QW!8IRP%T[;A+XH TZ3-45AMG3SEE8H1NW"XD*8 Z[M^,?I35%FT;3B<^61R_VE]G! MQ][?@?A0!H8K.T JUG&5#@9DP')W?ZQO4G_]6*L"SBD&0TF".")I/3@CYJHZ M+81BSC!9^K\B:;^^WK(3^M &Q16)%=V4U_+8BX=IDC61D6688&< 9WXSTR./ M4U:*6?G>49V\SJ$^U2;OKM\S/IVH T:*S;J.UM HEG9-S'&^YD3.3R 2_.,\ M#Z"E,5J91!YS;PN=GVF4/C(.<;\GI^7'0T :-%9MLMG.Y6&474CD?4; MS0(;6.X$?GOYA4_NS8DC,I'WA,Y'YAZ +.]>>1QUYZ<9YI]9+-8LF]9RP"G&VZ?G'7GS ,\=2 M?6IK:*TNAN@F:0!N2ES(XSCH<.?RH \0^)A!\17V,]8>O_7%/\BO7?A_D:!8 M@Y_U/?\ WFQ7D'Q'_P"1@O1DG!B'7)XB0=37J?@.Q6?1;%_.D*^3]T2.HW!Y M-W*L.F<8[8H ZVF)N"C<02!S@8&?IDX_.LFWGLI+MK%;F5YX45F0RR@X( !) M& ?4C/?ITJ^-.C'&Z7J/^6\W8\?Q_G0!:Q2UGO:06YR\T@!4##7$@''<9;.3 MW.>WN9,Z\DY,S#(STY;L*@%FF\I]KERX!3]\,\[N%&.>F><_SH 7Q"_E6;-_TUMQ M^IJY]@0+O^WS[P]S))I@B&Y[Z MX4>ID0#V'*XH U:K:A_Q[3?]NVF7NE$ M6\C?:KA@(F.#(-I&W/.$/% %S2RJ6\:Y SOP.A^\>@-7JQ;'2VEA5OM,Z]>% M957J1TV5%&+:2[:Q749S,D8=D\P9VDXS]S'X4 ;])FLI=/61BJWTY89RHE0D M=CP%]:BBM$E4L+Z<8SG,T1P,\$X4]: -H'(S2UEKI)8 K>7!& 1B12"#T_@J M/[%$,C^T)^.#^^3C_P =]J -8C/&3UIU8WV*(C/]H38SC/FIUXX^[]*D?2_+ M&YKVX [DR*!U]=GK0!JU7O\ _CVF_P"N3_\ H)JB+) I;[?-M)QGS8\9ZXSM MX-%SI[K#*XNIVS&QP6C*GY2.FSISVH ^>=(_X_;;_KO%_P"ABOINOF;2$#WM ML"VW,\0SZ?..>A_D:^AY-,9 7:\N !DGYT '<_P8 H OO)LY.<9 X!)Y.!P* M?6-IK1:O MS:W\TL;$X8>6.5/(P8QW'?^52OI>&&Z]N 6 ^=!G X_A__70! MJT5DFU12(_M\H((P#)'G@GC[F3R:);%8S\]_.N3WEC7K]5]J -:L;7TWRZ>, M9_XF"'KCI%*>U*UDW"JJDEMZ# ZDYVI6Z75M>W,B.NY" M)%&1_P "0?K0!N45E-IFP?->7*C( )D4#GWVT/I>T@&]N02<#]XG/_CE &K1 M60]@D7WK^<=<9E0=,9ZK2MIP4J#>SC=C;F51GV'R\]J -:BLE=.5V*+?3EAV M$J$^G3;[TU[&.([7U"<'T,J _P#H- &O@5CZX<7.E\?\Q!O4_P#+I<>@/^?S MIZZ4&* -NF;P20# MG!P?KC./K@YK+>RCC WZA,,C(S*@!'J,KTI181J03>S'>"%S*O.>,CCGJ#^7 M:@#55@P!!R",@CI1CFLMM.6W*F2\GQN'WI54'OM^Z#S[W7Z]>*6:WAC;:UW(A;H#- M@\DXP&_(=: -(-G\Z\W^-C$65F,\&X4)ZYP#QQ@4 9WP3_X_+W_KA'_Z M'7KU>/?!J!9[R\#%AB%/NLR?Q]]I%>DZI=6&DF,W<[Q^=*D2?O9L%B20/E;@ M>I.!ZF@#7Q2U5:PC8@EI1_VVE'IV#8[#]:9+:P6ZEY)'55.XEIY0H[&-TVPD>A+XX]J?+#9PR+$\[J\G"J;J8$]>@,G\J M -.BLF]6SL1^]N#&S!BHDNY8P3U/5\XY[ XI(8;2Y"?OW_>-)LVWDK;]IP2- ML@SP 2!T_$T :U+69]AM(Y/*,TN]E)"&[GW%>Y ,F>/6B6RL[3:99Y$W' W7 MDZ@GT&9>?I0!IUBZM&/[2TML\B6X &!W@<YN9YT15)_X^KC)[[0/,Y)QQ4]I8V=[$DT,LS*ZAE(N M[@Y'_?R@#3C+%5+@!L#(!R >X!(&?R%.K)N;2PL@#/[=2ZY4&^G&X'H1^]YSV_2@#:I,UE7-K8V0'GW$D>;Z55UC3H8+G3#NG^:_(_X^+A\9M;C'5SCGJ?3.>,T =%S_G_ M /711SZ#]?\ "B@#)\5-:KI=V;L@1>4=:;J(UG0M+T"U<-) M/+(+C;DF.-)3)ANI&[P*R@CCK4EK8:S91^1#)9+%%&$A'DSLP"C:@8F;^[U- 'G%YJ")'I M=P9]B0Z,5MW$*SJUTO#PE65@#@@$D<<'(KT);AI-,4ZW;V\%L;:$O^]::%J^G6GAVW66%9[A9+E8PP)2,R9!=CM( ^8\=*W-!E@N[K2]+M MY?M<-A;O M1SV8FG""1_L?^GKCBJMQHNHW5Q!=27%H9+?S/*;[',-OF+M;@7>.1ZT >E &= M\09[6WNXI9+A8I5M)@$GMVFMI5;.4R!@/E?U'X]5X>)?3;4F'[.3 G[KG]WQ M]WYAGCWJA?:-J-X\,LL]J[P2>9'BTF!#?=)XO #P>AJY]FUG_G[M/_ *7_Y+ MH U<45F"#5L_\?5MC &/LDN?M/K[?XT-;ZQGY;NU ]#9RG_VZ% &/\3/ ML@T2?[3C/2'/7S,$@#WP#_\ KKG;K4K:]\/Z;IVGI')=7<$=J&VKB,I&C3Y+ M \@/SCN21R*[EK;5SC%U:CCO9RGG_P "A3?(UD?\O-H?N_\ +K*O&?F_Y>#V MZ>_I0!S^JZ_H^E6+V[PM/_9SV\*H_P JF781&"QR. O+$8'OFN-C_LZPT^%H M[]#=P0W#J$ACEA9Y2/W($H.2,I.#G[0.@P> MG)R..M(8- M5QTQVJ_J,2QZ9*ER\K+]D9)-@#2XV8=AU);'U]JIZ_%J::==%KJV %I.6_T> M5"<1G)#BX.WZX-68TUB0Y\^V"G.W-M+N /*D@SCG!&0<'B@#C_ -["NHI:VL M<,\:6 'VJ.)XI$4MN$YP<)>WVG67B.]^S8W2:3<(ZQ';*UP9B M74$@_O-JY'TZ5U-II&I:9#Y-K-:*#)(YS;3-EF.XDDW).2V1689[*[CA8.GV"S\V2(-^[B\Y6>,A1S(,Y9CD;0 MPQW'5^'M:==.OK2/;BX>ZCL)8[=+8S%8F)/EQJN-IQ\VWJ<=1@=J(=9##-U: M8SS_ *+*#CV_TG\/U]JJW&D:C+/!=>;:&:)95#M;3#:K@K*MOIJB^P"O/VER59<> ?S% &!9>(H?[$6TU.$)+_99G:-;=O*$7FF%&,:%2.S, MHP,9(P.G-+)8MHFKFY"-ONY3;RHK1P2.4X6-. -I!^OJ:]%EAUY5_=W%DS9' M6VF5<U(D6O[EW3V6,#=BWFSG/./W_I0 O@^_CU'2+*1) Y%M"KD?WU M10X^H/6K>D8-G'ANS03EH9B?O'@CS1TZ[L\],?Q4 YN&RT3QWEN& M5F=@3D'&#N'3N,U-J^H:5=^(H8XFCMOL=XTTTIW>;-*2N8U SQE<')'L,=>G ML=#U;3[FYN(FL5:X=6D817)9MIXR&G('!/ XJ:6SU^YBDAG>P99(V0@1W"\- MP>1+GIZ$'WH Y3QKX@TCQ!:0)%M$MX@Q/-E!#%'.=S8(/WFC( 49/4^AKW%Y M9W>KV!M'2<"Y_>>7&\5P5\E$DF9V+YC*KG"@9'0Y^:NPMK#7K""*"V:P6.-( MT5?*N&P%4+U,HR.._/U-6-GB+)_>6.,' \J?.<8'/F=,^W^- '%:%XBT>TU" MYU9#';016HMHH$&9Y%\Y3YI4=,GC!YQZ FA?J]SJ$D4&S^TF\1&2(NC%Q;^ M7NC9F /[L#!*]<5W&JZ-JVL!8[HV4D23K(B[+E&RIX)*2\\$]L9P<<5?A775 M!\U[)F/98YD ';DNQ.>>PQCOG@ \UTF]M%A,W):.;[2H59&0 MJ\@W?PENAYX%;7@77K+2S<0S-D7FJRI$T<;"%V.T?*HR$3+# )/'7%=>R>(" M@P]CNQR3',1^6\?SI=NO<_/9=1CY9NF,'^+U_P />@#@Y]+TK6KC4+V14LK* MW8V<;10JO[TL \K"->!A@!N&/FZCD5T7PVNFF2^B1(S;Q7 6&>.!+<3=0Q*H M I( 7G'>MO9K7WB;3=\P&/.VX)XRN>2,#GZXQFA4UL??-F<#LLPYYYZGU'Z^ MO !XQ\2"#XAOB!CYHOS\I,]AWKUKX?*;;P[9;SNQ&[< DX,C,!@ DD ^E>1? M$(DZ_?9(/[Q>0,=(UKU'P='J1T*P^SM;D"$G,BN2/WC$#Y2.BX'UH YKPI-8 M:?JUE#9".[5FN<2B.2*[AS@$R\[67&0-R\=01W]8KGK/2]0L))Y84M%:>3?( M=T[;FQC.&/'T%6S_ &UV^R=O^>O^- '(?&$6)LH_,8?:@5\M2S?M2:W;:5XFU*PL;>*"0RXNKB=43>\29^7>H#9<]><@5U?_$Y_P"G3_R+1_Q. M?^G3_P BT <3XIUK0/$1CG%T(Y+7[2RI+;EDD?:@PZ.HS]U>.OMQ7-W0$O\ M:2WL(6_E33#9QJI#+N*_)%@8&%*C QT(%>L*VLN.5M@WU:YC:.1;0JZLK#]\ 588(S]* //K*XTD)?131V1B2.S N8H[@0,X/R M*\2-G=D,25(SCG@U3LWMO-LY;[:VG+?ZDK<8MB[)E3'&.50\;1SM(//6O1-- MTN_T:W2TMH[584)VKNF8+EB['+DD\FK#)JUPNUULV4D<,)&!P<@XY]* .7\) MW-E%X?33=8?RQY!G*L7C_<--^[8R)C&6X"[LGTQ6/HEQILWAJ"&XDMQ(EW+M M6;S)(D=@^S>O QQ0!Y/=V=O)H]K*) \\EBL$5K(K/,6-V2)8]I)7/ M(48Y&0,@UW>I:I83Z=!;:A-$\UO/:13>>LWD_:-F2&*@*P.&.3E.A;M6^D.J M!PS+: A2 0LA(&. #D<9_P FCR=6^;Y;/YOO<2\\8Y]>.* /)-5E0Z79(VP, MNGW3+YJ_NV#W9 $6>0X RO\ LUZMI_VN;>4-]E \I\X\[=C:>@'>@"[IS1C MQP_W>AKTV.UU.)V=([)6;[S!9 3WY('-1KI]^J&,06 4G M)78^TGUQB@#G=$\1PVOAVVM+:56O'L9C%&-S$LBLS E 0" .A(/XUS_AO4;" MUANFNK:TNX(-/AF,IM4$GG/@+"[$/EF8D;CGIGCFNY30;NWO!?K'9K(L!B!! MF"JFXN<+G:#DGD#N?4U:BL+XJP\JP"28+!4H[=BQV)!5 MP*2 87H,?6UU97+VYU**W%BDNIQJ\<7V>&9E10LNU!M#,I(0@YR M#@Y%=SX4W_\ "-6OFC!^Q'K_ '=IV_\ CN*G-KJ..0#Y]TK_C\MO^OB/_ -#%>[?$ M"*WGTMHKBY-NKRQ@.5=HRVRF,B_:5O;?^2 "<Y(::WT]FVL,GS' MQ@_* 2F<'OZ>AH P]7MM,U+6[>"*WA"PH;^YF2)-[@T6PEM[LR7JPO$UN%N8?*7RF8,Q+KMP6)P,XZFN]U[)>PX!S?Q]2HQB.0 M_P 0YZ=N:KK::I&YD6&P#EG)8+(&QR5.=N[@(>P7 ]!5S4=.U/6()+6Y2U\F5" M'P\V[/!"\ <9X)R..<9XJQ:VNJ6D2Q1+:(J !5 EQC\Z .<^*JV0M8)9747" M3Q%%,I!V;_F;RPV"/4X.*Q?$EY>:GK=C=26\K01WT2VHB,;12HIWF0.6P6<@ M8' VC!.>:[J>SU.Y;,D5B^ ,%E=B..>"#WZ<^_'2C['J OF_*2 MF#MX7&"2 1VYX)Q0!RWC&^TK79(KE=1A5[.&Z=8KBVWQ2'[C+^]V@ME< #<> MX%9%W?RIJ0N&AC2<0Z0EK:O$I(65 7$0DP$:.3@''!&#WKMM.\/W.FVT=M%# M9[(MXC#"60C,A;[S<\YR>N"<#(YK06+52X=A:9 (W!9"P'IDXH \XT:V70-< MMQ#-#,EK!>2W=Q$9&_=G>V92"P9EXPH& RZBZR^ M<(E640*!*[[BNX%A@#/K6Y';:H@95ALE5]V[Y7 ;Z@9SD5*(=5W!MEGD# .) M<@>F?2@#S[2]-BTS7[&VTV:&X9+JZDED0,SI$55?+=\E2 HP/1NF"3GO]=R+ MC2\?]!'MG_GUN/2F"TU6-B\8LT9CEMJN"W.>21DU1UK^U?/TT/\ 9L_;SLQY MG7[-/U]L9_3D15CO[6"V'F1,IBB9=N,.2'=L ML=P &<9KTS;JW=;0D=#^]X]>U-DCU:561A:$,""/WO0C![T <1XYUZQUY+>6 MWE@,1M;X"2XA?RV),09$!3<)1@%6 X_&LVYDMGDTE8E6.=9],#1LDGVTA4"# M$GW0FS&0JCGD\]?0M.T_4-(M8[6U2U1(RP W3-@$Y_BR3R3W_*K'_$YQS]D_ M\BT *)$+3N"I7Y5&[:N1C/!^HK.\2ZSIL]T=2M M'6XNF6S6.TGMO,+!]KKL#<@D-G*YYX'7-=\/[7Q@BU)[',H_2D)UC'2USGK^ M]Z8.1CUS@YSVQCG( /.M'1$U'3HL :BNJWC79"Y?:2VXE@!\A7IDG.21UK6^ M-)/]G6O!(^U=<<#]VV.?7T_&NO?^ULGY;7&Y<#,I('RYYQSSNYXQD<''/#?% MR.Z.FVKW7EY6Z8?N]^TAD)'WA@$;?7GJ/8 H?!/_ (_+W_KA'_Z'6K\1Y[*W MO9)9'A:5+ )]GN(79'5I&8-&ZLI#Y[@\8QG.:POA*+KSK\6AC$OD1[3(&:/A M^.G(YKOK[1]7U!K:68V)EMY&='*W(52>,A5E';^\2/:@#>TN0SV=N[1 M-$6@B)C8DLA*@E"6 )*]#D9K+\8:AIVEV'GZE&)(UE0HF 2T@Y4 $@=B>>P- M/4:]OY>RVX' 2;=GC)SOY!P>,<<>2DKCV&-ZY],Y'TH \X M^W6']F2LTMN);E[^7YHY)8X1,HS;QNI55DQCL>>V*@U*'S_MEM-')]KGL](% MDKJ[2A $,OS;1EE(PYP"2"0 ,@>F-'K^1B6Q R.##,Q SZ^:O('M^5*L6NLQ MW362CC&()G(XYX\Y<\\#D<4 9?B?Q/9)IEQ=11"619Y+2(,@8F;)'R]<@8W< M=<<5B2)I7A*_T9)YHEE@603, 5(5[=\$X)&&D8GMUKIM+T74]'A%O;26<<2N M2%\F>1OFD+,2[3YS@YSSD\<"K[0ZL0,7%J#QG-M(PZ 8_P"/@=\G/IQC/- ' M :>^H:;XC&H:I;2)(]M_6N]-OJYQ_I5K[_ .ARGG.?^?H=J#;:R>/M M=I_X!2__ "70!YOX>D#^(X#'%(2M]?EXR#YL)D0 O),% <,0V%/( (R:]$U; M:=1TP8.?-N"#@X \AP>@P.2.OY]C)]GUG_G[M/\ P"E_^2ZR]3MM2^VZ?ON[ M;S/.F"8M9!C-O+N)!N6R.!QQ]>H(!%X_%F$M)KJX-N8IF>.0P-X73[*)V9D)1QY>X8W?=/!PI&1CVXVOL^L_\_=I M_P" 4O\ \EU!::5J-G)-(MQ:@S.73LRPB1?M,J Q1&-U91A<*/E]<'N*-Y>S7,O[^(QW$ATYC:M%B6 M8Q!1OC?RRL*D#D'/0_[M>K_9M9_Y^[3_ , I?_DN@6^KY^:[M<>UG*#^9NJ M.3\7ZUI6J""Y%S)!-!]K%NQ@$L;N,1NFUE8,20,5%J@EU^#1]*FB2.XNXT>X MD$?ELD48RR_=RI; ' !&.A%=1I^C:CI=O';6UQ9I&@PJBRFP!U/6[SDGDD\ MD\GFK(M]8SS=VG7_ )\Y?_DHT < FHVO]OVUQ&5>.W;4'>."%H)(-H)=Y?OE M\G.,$ G& ,[:VO$EPOBM-/M;2' OR7DF9%#K;QE2W/4;MPQS[=ZZ4VVL9XN[ M3_P"E/\ [=4HM]6X_P!*M??_ $.7_P"2N* .*TR>"UUR&+29?,$MU,UQ UNH M\A5783Y@33C@XYZ^F>AD-OK!/%W:8 M_P"O.4_^W596L6FH//IPN+BW;_3P4VVLJ@.+>9@2/M))& >F.<$G Q0!U&** M3\Z* '8H(S52^U#[#M_@/'[SG\,_G3A?2D BUF_$PY_62@"[28JF+^4DC[+-D8[P_ M_'*7[;+_ ,^LW_?4/_QV@"WBEJG]ME_Y]9O^^H?_ ([1]ME_Y]9O^^H?_CM M%NEJG]KD_P"?27C_ &H/_CM'VV7_ )]9O^^H?_CM %7Q)_QZQ_\ 7_IW_I9# M3$;.MR ;N+"+/+;.99,<=,\'G.:@\07V!RQA .+J)L9\SOT'O M35N)!K3N('R;!!MS%OXE8Y^]@+SC[W/IQD@'1453-Y-_SZR^_,/_ ,=H^VR_ M\^LW_?4/_P =H MXI:I)?RN 1:S<@'DQ _D9 ?SI?MLO_/K-_P!]0_\ QV@" MWBC JFU_(HYM9NH'6$]3CM)0U]*O_+K-T/>(_P I* +F**HG49 0/LL^3_UR MQT/?S,=CW]/49'U&2,@&UGR>F!&1U Y(D/]FF!*P7"8+ X$()_!V.<=L?K4*WLSD8CN^>F4@&. >^/[W M?^AP ;%(>!67]IGR/W=U]XCI;]<$^O3WZ>],>]FB )CNR.>B0,>"!T7)H UQ MR*6L9[^9%#F.\((!P$@8X^@R?TI'OYHL[H[P_=Z1P-]X''W<^G/IWQ0!M50T M9BUI&3D_>Z]?O'Z54AU&68X6.]'3[T4*?^A 51TO4C%:Q>7'>%"I(VPQL/O$ M=QGJ#U^O3D@'3XIJ,&Z8[]#Z'%8QU27('E7O.,?NH?\ #C\:'U"2)MQBO>XX MCB8<-SP ?S[]J -O%&!6+_:4H9E\J]^7.?W4...N#C!_ FF_VN__ #RO_P#O MQ%_A0!LQJ44 L6QW.,_H *?BL/\ M=_^>5__ -^(O\*/[7DSCR;[Z^1'_P#$ MT ;M)BL/^UW_ .>5_P#]^(O\*5=8<$?N;X\]X4Q^8% &WBDXK,_M[_ISN_\ MOS_]E2?VZ/\ GRNN/^F/_P!E0!XI\1U*>(+X'^^A_.)#_6O7?A\ - L-H 'E M'H,<[VR>@ZGG_&O(/B%*9M>O'8$$M'P>HQ$G!]QWKU/P7JOV31+!!;3O^XZQ MQ;E^^P]?QH Z_%+64FN;^MKQS_\ 7X(NN[C@VMTO!/,)^O8G M_/I0!JT5F#6P5W?9KG//R^0V?\/UIO\ ;W_3G=_]^?\ [*@#4'2EK*?70IP+ M6Z8>HA./U(H_M[G'V2ZQGKY)Q_//Z4 )XC9ELR5)!\^U (X;F>,<>_H.23P M>AU1S7/ZMJ<-S9N)X;B-?,A#9BD'R^:FY@R@\ F.U:9U5,D>7-TS_J) M?R^[U_3WH NTM4_[1AZ[9?\ P'F_^(H_M.+NLWI_J)OK_;_P"(H_M*+^[- M_P" \W_Q% %NJNHX^RS?]8_R2F'5X, [)^1Q_HU MP3_Z+H OTE5%U.)@#MFY'_/O./YQTTZM"!G;-U_Y]I_7'39_GKTH O57O_\ MCVF_ZY/_ .@FHAJT)0/LFP0#_P >T^?R\O/YBH;K4HIH)%59MQ_%TX\O\_3 MO6?K5W%.UFVR8B.\C<_N)L_<=1_#SRPR,'CMW !O(@10HSP .22?Q)Y-+@51 M;6(4SE9^ 2<6UP>!](SS[=::^LP1M@K<$@=K6Y(Y]Q'CM0!HTE4EU:$EAMFX M.#_H\X'3/793?[8@WA-D^,<4 :%)BJ;:I$HR5F_"WG)_1*4: ME%_=F_\ >;_ .(H M'CI3JJ?VE%_=F_\!YO_B*C;6(5)RL_!7_EUN#U..,1 M\_AT[T 7ZQ=?_P"/G2O^PC_[:W%7%U:%BPVS<''_ ![SCMGNGI65KU[&T^G$ MI*0E_N.(9B>+:<<+M!/)' R>IP0#0!T=%4?[4BW!=LW(/_+O/CC'?9@=>_\ MC2IJD3J&"S<@'FVG!Y]C&"/QH N4M9SZPHQB"X.6(X@<8&<;CG'!ZC&3[=J8 M^N;,8M;IL@'B$\-9!AE!&0<$ M9''(ZUG#6P5)^SW((SP8&R>/;C]:1]="XQ:W39 /$)&/;DCF@#3Q2UE#7O\ MISN_^_/_ -E1_;W_ $YW?_?G_P"RH U:\\^-",=,MF!.T78!'&,F-\=\YP#V M]?;/7?V]_P!.=W_WY_\ LJX;XMWHO=,MSY,\96[ 'F)L4YC?/?KZ?C0!G_!/ MF]O?^N$?_H=>NXKQSX/W'V.YOI-COB"/Y8UW-]_TKTO_ (2'+%19W>0 3^X( M'.1U)Q0!L8HQ68-;+*6%I=8Y_P"68!Z@="P/T>.,$\[\'J,8)SSCH<2)?R.H86DW(!Y,0 M//L9 1]"* +F*,53:^E49-K-^!A)_22F->S;Q_H\_0\?N=IY&23OX//3/_U@ M"_BEJG]ME_Y]9O\ OJ'_ ..T?;9?^?6;_OJ'_P".T 7*Q=9&=0TH[01]JG&> MXS:S>WMZ_@3@B\;V4<_99>/>'_XY61K%[+]NTL?9W'^E3'!,.YO]%FX'[WIS MDY&..O3(!O[<,6R>0!U..,XX[=>:?53[9+_SZR_]]0__ !VC[;+_ ,^LW_?4 M/_QV@"WBEJG]ME_Y]9O^^H?_ ([1]ME_Y]9O^^H?_CM %NEJG]ME_P"?6;_O MJ'_X[1]ME_Y]9O\ OJ'_ ..T 7**I_;9?^?6;_OJ'_X[1]ME_P"?6;_OJ'_X M[0!GK5W[;+_P ^LW_?4/\ \=K(UZ:2:;30UO(,7X;DQ02012)& M[H5RR&0 'K\@9":9;S2I/;:>LK*ZKY;^8Y!5&1GDSC . M<+UH O:9K]]::M!HES&&/V)9#.S@O(0N&;:O &X$8)S@9[U1'B746EUC4;9/ M.M[5_)CC\P+'^Z4O/+DCDC P!US^-7M>\/WWVZ76K>YC\R*RDBCB,148^8C, MIF !R3\Q [CO3[3PZ]EH*Z0L\4,DD#"=G3S23,K>9@!XSG<2%8YX'0]@"/4 M/%&I0:6FKQ16P@-I'*PDDE60,P'R *A!R2 I)'OBMN*\OVTY9VMA]I,(;R=^ MT!R,[2S=,=_H<9K#E\.&XL["PDU&+R[66$R*L07SEC*"-&'FDC.1D]R0<=*U M'TO3]+>6[M?L]O<3#'FN-P(9@QRH=,@[>S#U[4 8]GXLU;5='CU*UMH,D7+2 M;W8(BQ XX'S,25Z?J.H?<:]<:S:Z-'"[P2WSAWV9XCC0O+AB.!G;CG.#5.U\ M'%=-BTI-6B,*R[V"Q &52^XHY$^2">.,5/IUJXUE[R[O+8K%8I;P/$R1YYW, MQB+. +;W4-1NK&6&!VBMVE'V>0N%8-M$+NV%WD\\<#H>0<1 M?\)G<_V!>ZC.B1212RPJ%8E2P(08/7[Q/;H/QI++14@O_P"TIM5MY;A;=HE? MRHXT.23O=4D&XC)'!7MZ&J?]@;&MK5[^VFM/[0>[G/R(^X?,D>-[!D9RRJS'T )Z U&FJ6O]NR'[3%M_LZ+CS!@GSGR<_=XX[YYZ4 9OQ!UZ]L'M;* MTF2V,V]OM$K%$!3!$>[:RC/?/'3D5UUI,\\,;N &9%+!6#*"5R<$=1GH:YKQ M0TVJ%8;6^MA!+&R3B7RI @QD2("02Q'&"<=^.M;.BI::5:6]G'<*XBA50=RY M('&>* -.EJH-3M7.%GC8^@D0G^=']K6?_/S#_P!_$_QH S_%FL7.@Z?)=V\* MRF,@L&;: O=O?Z"LO4O$VIV>EQ:LD=KY+6<$SAWE#[I OR*%5@>6 !)'/6M/ MQ/:+K&GS6JW44(D^61F DXZ$ >9'AMV.2<=L9-9$VA0W=GIMI<:G"T-HZ;E1 M0BSB(*L:-F5@,8^;KG/ % &W+W:NFU&Q?48;^TDU-<72[8UV M1 Q)RL@&""^[D$D\8QZU%>Z')/9_V=97T<,!LU@V&'S&P/E9E82(576'2YD'SJ6($# ,YFAD251*JI*#) =VTPM&0K+ZYQCCJZCVMNDD"N$Q@9QDD]>>.G-5?#F@O%>C5;ZX@\X6YMP( M%6-&^<8E(-(BU M#RU62192$!.W*.Z#D^NVLZT\.QP3WETMW;FYFC$ *0E8(D!&Y/*$V=Q(YRXY M[=08=&LKK0X[2SAO[YMK6]FD MMXI3 L!#6\C2P!I6QL:3&,CC.TD9XZTC_$TB+R]L!N!U7WR,T2S#V15 MSP[HB^'(X[:WU%6B^S.!&RQDF9CYAGSNS@*1\@XQ@DYYIDOAN"#1&TDWRQER M?,G*JI/:@#E_#7BB^US6'8M$D)\R+[*TVVYC,?S"4QD?-NS@[2 M0/7BM#4?$VH:3J=K;3VT1ANKIHHRDA:;:,?.4Q@ ;LGDX'7'&:>F>'KO4]12 MXOIX)!93LT4L*(LLS-G/F[20NW X 'X5+-H=PFH3:LE];SR%6$"2Q$A$ )5$ M83A1GNVT\G.* +OC+7[_ ,.VSW=O!%)#&H,C/(RMEI%1555!]_7(D^) M+07NV6*-(/MGVST_6S<^'+_5K;3VU"_@=H"7D22 /$ M\V3U$$3KT\$]_=0M$C9V16_E;W*[%+2-+(3@] /IUH M ;X2\:R>)KHQE844Q/(L>9A.$#[58[HQ&??:YZ^U+XB\3ZEH%W;Q&*V>.XGV M1_/+YNP8+NP*A0%!YY/45E_\(?J6EK"UA?))<0Q+:QD11Q^7$T^]Y'#E]^T< M8 'MDYST<_AQ)]6;4KJ;>OV;R(HBNP)OX8[MW+-DCH.N.>* ,?0O'EQK[S"W MCA9O+=X8"\D4Y D"J6+IY>,.5+]'>"U,$ :VPJJSAB6"RAGR,@<@ \^HJ;P_X6O/#-O#;QZ@@A MCF=Y!]FVM(&_A+O*P7ZJ!_B 5+KQKJ6FRW%OQ_D'( MSGCCCKSQK^$_$$OB"&261H,I)M(B,N0<S9Y6&X-LR;C 3C&% X[YJ]X?\.+X=EOKN6X$DEU+YDK;/*C7:6. "S8 M W'JQH \?^)7'B&]_P!Z+_T4E>O^ 0!H-A_UP'?/<\?ATKQ_XD?\C#?=_GC[ M8_Y9)Q^%>M?#]=WAVR5"R$PO@G!(.]N0.0>>GMB@#+\*>*K_ ,0:I([>6L#* MZBW,JK/#LP=[1E0S;\]1D#/7BN[KB['PGJ%WJ45[J,T1-I-+Y3Q0K%+.KJ"& MZ\+6RW,5J)4W@.S2!0,G@ / M)[?6O[.2U# 7$$.TNPG82KN,JKM*;%[Y;\0"<:7C'P[+XGMA:?:HX(F="V":S)OA[-=W#S37J-YE[%<@&IK MWB&ZLKR#3["!)9Y8Y)/WDAC157W )))Z>E8,/Q-EOHY;RWM ;6V%L;EBY\W, MI 81J!@[.1D< MY\/PS2U@N+."ZVP7*V@F0Q,SY@()9'\T!?,.2_. ._IS57Q3'NTR2,G@26 M^6[ "=#D\D\ *OZI%<36LJVS*DI4["RAQGT() YZ=: .4\/\ B?4Y M-/N[F9[:Y(='B<7,211K)M!CD.U2OE\G)&6Y [$O_P"$ZGDT>348['S&@FEC MD*RH(!L(&]7)W,K X&U>N1P.2FB^%]09I;ZX-O;7%PD2O ML)+=1&YQD"4AR MP Y# K4B^#+J/3+G3X[B$"ZGGDD(B8(GF;2JQH'^51M[D]>_< U->\4)H>D_ MVD\9)*)M0'JS@8&?3U..G;/%8L_CN\MY4TU[2,:@\\:*@EW0;&4-O+8R,#@C M&>XSTJ74?#FHZ_!-I=VRI;QV\ AF11^\D4Y+[-[,J@84J3R>0:C/@.[N;U-5 MN+N,WB3!PPA8P[%3:J;!(IZ\YS0!1/Q5ENH6:ULAYD-N\UPDDK#8JS"(H#Y8 MW-RK9Z#..2,5N>)/%LFG:1;7]I$S?:6@"[N"BRKO#,%5^>V!GD]^APA\+9K= MG\B^!-Q"\5T[Q'+!IA(610Q .!MP3V/KQTJZ3JVGQ)#97< 2+8D22P,W[M$" MA6=9 2>.H% &7?>/+F-8Q;6T4SBREO)BLY,0@C_;H(-2CU? M2_MD(.V6V9P#]X94G;T/(/'0_C7+_P#"NKBW4M;7:++/:SP7)>,LC+,Y=R@# M#:03P._YUTT&E1:/I0M(R2L5JR G&3\AR>>.>O/% %O3&)MTX(Z\$8/WC[#^ M5Y^4_ MQ'^[Q7+V7AS4K[54NK]8H_LZ#[OO;7)4)@<$+KF35&TL MV2B0Q3.A%P'P%8A#+L0^6' [%B,@$KQZG<309C68?N8/*:7?D R\X. 1^(IEOX*N;33KJ" M.\_TF\G\R>?81D$Y9% 8$#&>E^,$NM%?5;F$Q^5Y@D12'!9&V_ M*1P03^7J1S6;)\0+J.6"T>P"W-TEL\">?O1EE+ EF\M=NP+R,'-*GAW4IHQH M[1Q06'V.16>$ [I&.$ #-OR#\S$]2".]0GP#?-W-=# MJ_B1M.T^VN8XA)+=/!%"BO\ NS),,J/,('R\'G'Y=:P(?A]>6LDU[!AXZW)/!EX8(+5;I/+M'M9+7]UR)85Y,F",JQW< M\9[T -7Q]--.UC%9 WD:L:JS9V@+AF)P"3P!TP3SB/P9XQQ?\3>(+OP]$]Q'9 MK-#'$'>1IQ%@EMH4+L M7P,],$9I?$\-[-9L+**.9PR[H)54QRIT*'<0!USUJGX.\-/H$,QD8;IYFE\I M,B*+=_RS49(('2@";Q3XED\-1Q2K:-,C2HC-YBQJNX[1Q\S$^VW'OZUM:\:Q M:9JEII:1"62:6-9,2;/*#D!3@J=W&3@8Z#/6IO%^A7GB*!+>"2)$$B.2X9F) M1L@#!QBLF[^';33K>+>3+(UVMS,B,-I< D>7N&5(SA=Q(P3TH T?$GC!M"NH M[2.W$KM;R3%GE\A J_PJ=C[F.#QQVZYJB_Q&7[7;P1VN5F6S=29")2LXR2L: MHV_R^=V&Z\5)=:+JGB'3U6]AM%F;[0/W\*SO$K-M784)7=M .0>H'7H*\OP\ MECN$-MX6WE\ MT,S&)MIW1A1MR?<_U%SQ#XFNM"D#O9;[820HTIE7S"SOCY(E#%MO!YVDGIZU MEV7@&XLGME^UH8K(7)M1Y/SAYLG+DMAE0\XXSCG%7M1\.:EJ-U:W$]U#(MNJ M,L+0L(C+MP\C8;)P?F0=O;&2 7+7Q'+-K4NER6QC5;7STD,B,742"/.U<@!B M3C)!XY'/$FO'%SI?_81/_I+<>Q_E^76JJZ!J(U==4-Q 3]G%NT?DNH\KS/,+ M ^:V'S[$5:UY"UQI?' U'/L/]&GP>W?C_'I0!#XQ\0-X>M%D1?FEE6)7;B*, MMQYCD D =>A],5$NL:C8: U[,B3W$4+LQ61/*<)DF0,@QC:,X SV]ZM^)TU( MVA?352216&89%5DE4G!!+,F,=<[NF>"<5GV'A&:STBYT]+A$:Z:9G_=%HXQ, MNUHXT$@P%_A)8^N#TH -4\2W]OID6J016RPM:1S/YTLFX&0 A $CP>H )(R3 MC QSE#XE3))&9;>"-/M$4,D9N/\ 2LN@8RK'M&8P6 !ZGV[:TWA.>[L;'3IK MI&BMI8"X6%D\V.%0%C(,C7/(8U.V M-IC*1@G&?E'X=: +?B74K[2;=[FV2 QQ1L\AFDD5N.<*$1LY]SUK B^(5PTT M%O+!!!(1 9?,EEVYF&Y$7RXGP2A!RV!G([9J]<^'M2\2:;:0:G,J-]I66XC5 M1\R*21%E6QZ9/3//;E^J>#7U">Z*W0CANI+1Y8_)W,#;XQL?> NX* >*A\1>+KG1;]+55A5&BB;S)O M/5"SN5V[HHG"GCJ>.?K3[3PM?V]YGK3^,__ "!H/^OZ/_T5+6C:^!A;7,+?: 8( M;V:YCB$)5@S_ ,)DWD%5/3Y ?>L[XSG_ (DT'_7]'_Z*EH P/@G_ ,?E[_UP M3_T.NK\;^([O3;JVM+5HX3\LYDFD$44@1B#;[BI +#DY9>. ><5RGP4XO;S_ M *X)_P"AUVGC#1-0UMDMX&C\B9"DIDC5O*QD^8IWJVYN%QR.,\&@#IT+.BEA MM; )&IR74,>ZTA224LJC>X1 ">69N3@>@!/M4VFV2Z;:06J$E888 MXP3U(10H)Z<\55U^SN+VTECMKK[(S##3; [*@SG&67!_VL\O%+'X,NX;%+"*ZMTA5)%*?8RZDN,;_ -Y.S;P< MD$,!S@BK,/AF*UDT[-UF+3XV41L!\TGE\.6W<%5.0,<=1@4 3>)=;N]$MHIU M6W!(;S&FF\N,$(6"KC+,S8. !D^U9.I^+=6LK*WOTMK?R[G[,L:-))YQ>5 < M%54KC.2/FZ=>>*N1:7K6J0YN[F%&\^Y)B:WCN8PC@")<@H24&2#WW<@XI;3P MY!9_V7&UXC1V*L0A !DD*\/G><;0V0,'KU/% $=QXAUBSU2TL)+>V;[0[']W M)*72)3EW;2VDFE M$Q57:,!21$L@4%L'&,E<\<4 /M?&E]SYC.JHH82L>8RC=, M YSQV&=S6&(O])7L;J?/!Q_QZ3=^G]?UK!L?"EA:WL$XU&-UBNIIU4[#.SR= MFF+$L.!U&3C.:UM8O;:2^TN42QE4NY@S!D*C=:3X!;MG' R ?P% $?CK7)]' MM8UA;R1/+Y37!4LD(*GYB%.<&KF:YTZV>>2.1_+"L\;B1'*DJ M'# #);&3Z$XK.\3W]U)"C:5>VZRJQS&[Q&.16&.2W((/3!'OQ4WARWT_P]:+ M:17D;C>[9+QCEV+$*JG &3P* #Q9J>IZ3;MF33?$EC!KKPJ^H0+# M$VYH'PZ2,#\N_$J$JI'"^O7/2LZ]L;C7?.AO=2MXXTEMVMUCV>63'R69?,W% M6.?D+G'!SQ0!7E^(\\6CK=B&-YWFE6,#>(GCB/SSC=M8)U #8.>,5'J?Q&O[ M2XMHDM4!D@M'$3^;YTIG4$K'M&WY6.#NQR"*4>!-)DCNFDU%3/<>;^\601Q) MYC;B%A63E<_PEB*1_ ^GE&A&J1B-X[9)"1&\^80@^29W)C4[ 0N"!VXP* .@ M\9^(;O0(8FM4C)D=E9Y4F>--J%N1""WS8('O[9JAJ_BS4M.M+>_1+66W?R1E M'D+R-(?NQJ1C@?WB#UXI88]3O+)C=:M!$\WVA2OEPRQHC$!0K*T9+* 3DD]< M%3BH!X;M+>2Q,&HVWE640$44J"1!)NW--\DT8+D^H('7&>: &Z;\1)KO48+6 M6*%4FN9X0HD;[1&8SA2Z%<#<>!SSSZ5J>+O$%_X:G'!E@3^(SM>(ROFZ8&.,ZDGY^3*1^H]_PZC.;2&U*ZM)[K58 MITM[AWC1(XXW9V^ZK.KL#M' PH)[U9\2W$,TNF!94.W5(#@,I^]%)M[]\Y% M'18]A11D>_ZT4 -E@CGQYB*V.FX X_.F?8+?_GC'_P!\+_A4]% $'V"V_P"> M,?\ WPO^%'V"W_YXQ_\ ?"_X5/3: (OL%M_SQC_[X7_"D%A;]XH_^^%_PJQ2 M4 0_8+;_ )XQ_P#?"_7TH^PV_P#SQC_[X7_"IZ* (/L%M_SQC_[X7_"C[!;? M\\8_^^%_PJ>B@"#[#;_\\8_^^%_PH^PV_P#SQC_[X7_"IZ* ,#Q):PQVT.(H MQF_T\= #S=Q9QQS_ (5%':Q?\)!*FQ-@TR [=JXW&>7G&.O'6K7BAU6WMP1G M=J.G@=.#]JB.>3Z ],GVQDTV%<^(+@XZ:;:#.#Q^_GXSC';U'T.#@ U?L-O_ M ,\8_P#OA?\ "D^P6W_/&/\ [X7_ JQ493+!LG@$=3CG&>/7CB@!GV"W_YX MQ_\ ?"_X4?8;?_GC'_WPO^%2@8[^O^-.H K_ &"V_P">,?\ WPO^%'V"V_YX MQ_\ ?"_X58IO.<]J (OL-O\ \\8_^^%_P]Z/L%M_SQC_ .^%_P *GHH P_%5 MG NCZB1$@(L;H@A0"#Y3<]*TUL[9AD11X('\"_X52\5_\@;4?^O"Z_\ 135J MA0H P!0!#]AM_\ GC'_ -\+_A1]AM_^>,?_ 'PO^%3T4 0?8+;_ )XQ_P#? M"_X4G]GVW_/&/_OA?\*L5&JE">>#S@Y//?J>GM0 S[!;?\\8_P#OA?\ "C[! M;?\ /&/_ +X7_"IZC9F!P!G@\YP,\8!/7GV!_P 0!GV&W_YXQ_\ ?"_X4GV" MV_YXQ_\ ?"_X58HH J_V?;[L^4G3IL3'\LU4T:UMYK2)S#'D@G[BGG<>X&*T MBQ! P< M/ &,?ZM/2O6/ -G;S:)8L\*%A$>3&,\D]"1Z=<5Y1\1N?$-]_OQ_^BT^M>P^ M %"Z#88&/W /ZF@#3?1;"0Y:UA)]3$A_F*4Z19DDF",Y !RBD8'8#%6S&K,& M*@D9P<YH.D61R3;0\C!_=)TR#CI["K=% '.^(- LVLW\ MFTA#^9 05CB4C$R$G)P.G.,C/2M3^PM._P"?.#_OS'_A4>N[_LIV8)\VW&#R M"#,F1CKDCICG/2M*@"C_ &%IW_/G!_WYC_PH_L'3O^?.#_OS'_A5ZB@"C_86 MG?\ /G!_WY3W]O>C^PM._P"?.#_ORG^%7<\XI: */]A:=_SYP?\ ?F/_ I! MH.G#C['!_P!^8_\ "K]1^8N[9N&[&<9&<=,X]* *O]A:=_SYP?\ ?E/\*K:A MH>GBVF(LX,B)\8B3/W3]/YUKU5U$$VLX_P"F4G_H)]C_ "- &=I.B6+VL9DM M868[LDPH#]XXZ@U<_L'3C_RYV_\ WYC_ ,*31$"6<8&#][D#:/O'T J^* */ M]AZ?R!:0?]^8_P#"D70M/ YM+?/M"G^%76]>O!XS_P#7%-C,$1H2?7(V#&#Z$UIT4 41H6G?\^<';_EBG^%,NM, MM(8)62WB4B-R"(U!R%(SD#K6C52[&8+@G(RC]\]%(SCH,_\ ZZ /F[2N;RV' M_3>+_P!"%?2#:9:R,VZVA/&,E%)/7@Y7_:/YGUKYRT3 O[4_+Q6N.!@=O2IW8("3G M !Z D_D.:(?2-1W)]/4G\Z0:59K@BVB&.G[M/ M4'T]0#^%6Z0G% %)]-LPZ#[+&>" ?+3Y<#UQQ6=KEM!:M8B.&-0]]"C84+\N M';' YY X/%;U9&OJ7DL .?\ B81GAMO2.0]._P!#]>W !H'3[9AS#&>G\"]O MPIITJS/6WB[_ /+->YR>WO6)#U M&#V[XJY10!3;1K%\[K6$Y.3F)#D\\]/GH!5VB@ M"C_86G#_ )PBGTU1;0*KW^UOW*?-BVG90>/[P%='@Y)R>WIBLC7D5Y],W$C&H C MCJ1;S\9[>OX4 6O["T[_ )\X/^_,?^%']@ZN>GO0ND62@J+6$+@C B0#G&1C'? S5Q2& (YR*6@"FFCV,8.VUA&X8. M(D&1Z'BI!86P.1#'GC^!>W3M4^>M ((H J)I]N-Q-O$"6/1%YQP"?E'. *XG MXR01PZ-!L15S?QYP /\ EE+Z5Z#7 _&C_D#0?]?\?_HJ6@#G?@O"DUY>AU#? MN$Z@'^/WKUK[!;_\\8_^^%_PKRCX)_\ 'Y>_]<(__0Z]>H K_8+;_GC'_P!\ M+_A1]@MO^>,?_?"_X5*SA2 6 ). ,^Q/]*7=R!ZY]: (C86QZPQ_]\+_ (4? M8+8_\L8_^^%_PJ8&EH @^P6W_/&/_OA?\*3[!;?\\8_^^%_PJQ10!7-C;]/) MC_[X7_"E^P6P_P"6,?\ WPO^%38I : (OL%M_P \8_\ OA?\*Q]9LX1?:6HA M3:UY+N^1>UI/@>OZ'ZCOLO.$)&&)"YP <$?4X&?;-9FLM_INE#G_ (_)3C!P M?]#N!G...O3W]J +_P!DM=VT11;L9QM7/UQ3EL8,#,,><<_*I_7 J?K10!7^ MQ6P./)3I_<7'\J46%M_SQC_[X7_"IQ1P* (?L-O_ ,\8_P#OA?\ "C[!;?\ M/&/_ +X7_"IZ* (/L%O_ ,\8_P#OA?\ "D-C;]?)C_[X7_"IF!/0GKVQ2]: M(/L%M_SQC_[X7_"E^P6W_/&/_OA?\*GHH @^P6X_Y8Q_]\+_ (5B>(;6".73 M@(PN=10'8JC@Q2\$8Y!/!QZ]\8.^P)8'<1CMQ@_GS6-XC($FFYZ?VE%W .?+ MDQU_D 3].H -;[/%_P \T_(?X45)N'^<44 5+^V%P S3R0A-Q)1P@P?7((XK M-N;2"T@>]DU"Y$2QEF<3!EV@[B0%4Y/T!ST%3>*XK2?3+E;Q@L9C/)E,0+8^ M4$AESDXXS@UY_:WD>LZ'I&@VL@+W,C?: '#&..-S(^X*0>80$5^5R MQ7;SG@9SCM@5S-[=:9H7C 3B2.-!I[&7]XO$@W*$^9L*VQ5 48[<5!]BMKWP M]J.K:HR"2]>::$>:R]BM-KPD1>' MH$8R%64LI3*Q'/$P)P>X&>*]':=+W3WCU6W$-E]FA)D>Y(<@[2%<($*G/! / M)R!D&@#39+)0LIN&"L6 )NI I)//._L1C':H+];#2TC>>:=1+*D28N+J0L[G MY5 5V.3CCC]*\YT[4]&C\,VD=X(Y[E?M4<$1=?W9F=@7920J@<$,P..HK?T6 MXCN;O2M-@F6YAL+/[3++&3(IDVM$B#&3E=Q(&,]..,4 =?#;6T#77VF0Q(C$NMY.4 3[QRLF..]<#H=UI+:S<&,Q? M8VTM@S0B6%57S=Q,C,0_F9& >#@@#W;8WD%QH#Z1821[[K4W@1=X+)&[E@Y4 MG<5V+C/OZT =S82:9J,4$L5S+B<,8PUWN*X[Q2-,T77="5&CC,.5E)8#;&JHD6XDX !QG%8G MA^2%M?MI$()?5+PM'MQ=IE6 WOCE.Y X'/A:_ID,=LFUIO\ C]L!S<3M M]Z[A4_><_@>HZBFQZ3 =8E7?+\MC ?\ CXEW'=++U;.[ V\ OCDX'6K?B< V MT&0/^0CI^,]<_:HNGOC/X4V)P=>F7;R-.MSNVC.#--QNZ]NAS^'.0!FL2Z7H MJ":]N98E>0*,W-R,DGH LGY\8'? J]'I< (>8@@?\O,[#J",?/7(_$#[%%= M+//+ 9([";%OW.0_7@?KZT@TJ$?QS\ C_ (^;COG_ *:< MG^57J;%"D*A$4*HS@ #GV% %&>PMH@SR22JN "3=3JHZ8_Y:#'U_P 34#VM ME"59[J0*Z?*#=R $==P8ONZ>AQBLKXEQ6DFBS_:64,HW1 R;,R <8 9=QP3P M<_2N%\57%M?QQ".>W)AT6)"7,,8PIW%C;QIO>YEC M7(.XW+@=20,LV.<_H/2HIK>T1!NO)$#@;7^U,"<'=D9;!SP#[?4U@:OKNAG2 MD>[0SFU:%!%(&SYS1Y5'SM1N 2V>!@GK@5R3V=AIVFPM_:-D\]I!._V=E2\B M8S.2L:G."PV\X!P>3@') /0?$>G0C1[Z1)9F L+DKFXE9<>4Q'\7S#G^+-:P MTN(9_>3Y/?[1-U]AOP/RK(OI7G\+3R21B)FTB4M&!M"DP'Y0.P]!VK5USRS8 M70E=HT,$BLZ*SNH92"P5022O7I0!2L;C3]9-Q#:74K/$VQRL\V58]QN8J>G! M&1V[G,SZ3%-(R?;+@-N#%%N""!Z<'(4Y^OI7'> S:6FIQVMO';SD6 )O+IQZ=_P )%?0PWL5N;C294>4SY"SM< %1:GJ%I BV\;1V."*,=Q%);2VNV%"-0OI%E:-1IK?N-F(R21NX! M08/7Z4 >J+I<<:B4WMP5&&):?Y"-N.H XQZ8YYZU%]CMFB+_ -I3;2VW?]I4 M#(!.,],\Y_ >EU?1D\-Q6.I;E06C3/&^\%X_M! 8,I[O]T;@?;')RHWT MN73IY&DLE:XNY9H+9WS%"/)95W+%\JR$#HWRYP!SQ0!Z%!HA9$;[9<\@'(GW MCH,8)4 CCJ1SGFJ^DZ7]IM(Y/M5RNX'@2\ ;F&!\N._7KQQ47PZ)/A^QSOSL M?[_+<2,!_P !Q]WVQ6QIA$5JI+$@!B20 ?O'.0 * ,D16=Q>/8+J-SYRQJS1 MK,V0,]<[>OJ,].V*L'2H6;R#J%SO_N"Y&_IGTW=!G]:XKPS)8Z=J5F('@O3- M<7.R=0\5ZA9<-YT9(RN20-W^\.U2:I+I-YX@B6V>&V:UO3-=3R.J/(X(_ 02< YY).. #T"+1HY6?9?W3$$ MA@+C.#R",8^7\.G:G-HZ&0H;ZZ#.,[?/P<#C(&./J*X_P?JFD>'+G6Y!<1+; M+/"4VR/,Q4$KN !8LNYP-P!Y/)Z5F:[?SVWB&UU#4+>XC*W4@1?E>/R(E&2F M#DMDEF[8/&: .]2PMGX74ISY88G%RIP !DMQT'?/3\:?'HD=T-T=_=L.1E;D MD>O8>_>O+=16VL;.YTZV>WN(C:VQ^UP0!"A,ZG9-("Q(;&3\W! '&*ZKP)K M5CIM,]QLN8FDBN5R1 MN\^(GD=<;L^W2O5J ,270XX4 DO[M1G )N2.?KC))IDFCQ;UB.H7.XX(7[5M M;&,9P!DC"Y_/GK7-?&""R:P221E^TJR")3(0VTM\Q$>[!]S@XK U6>&?7YI@ MZNIU2Q*[6'VQLQD#RV4',39'?IMQSU /19]&AMR&EU"Z3/3=<[1QCZ"E?1HO M,4-J%T&;E5^TD9^B^GX5R_BR_P!&\1/%<)J-O&]DMUE+BW,B2$A05VR; M H8\\ ]^6O;@7R:G->(8KPQZ:;*/&V1 3]V%1CCIT'3WH ]%UK17@M25N[IC MYL((:7<,-,@8\@]!SD XZ@'H=,Z-L#$WMT!U),HX[]UXIGB $Z?^](R);4MM M^[D3QD]2,#/AQUJC,E@_AO4?M$J%DU&Z^S)'*R0ELQC M]TF_#HNPW?B5K,5W91003J8C?1)8:H=/O]%;]U:P31 M>>L; M'YL:SJ?-AC;<"S%2I^O3)]!/&?\:1M*(7_ (^K@8))/F <8Z'Y M<8'MSZY%>8WUU8VFKS26D@,4]CJ&\V[M/,S.'8^;OP1S@@."<< T >J2::RQG%Q#QR M O.>^,8'3G)_9979FZN3AE)&_.[Y<8.%S@GDXQST('%1 \9)R@SD@Y!SCI7.Z-9V8N[^W;[(8]]G)#&9R+$ML.S>G7IQQ0^B2,RD7]T,9R \> M&ST!)C)_*O)K.PA;1C-// ZPPW]O&D\C+^\+JXD@ #;^#V Y_,=M MGZ5)-IOV>"5FGFDQ%)P\@QT)SA0,GM@\>M>96US8WDL-O?100V<,NHKN@.RW MFE1% D4NQRVW&W)/;GG%=[X2:1O#5KYN0?L1'/7:%(3_ ,=Q0!X3I7_'Y;_] M=X__ $,5]"W&CEO,=KZY53DD;DVJ,<@90G'US7SUI7_'Y;?]?$7_ *&*]Y\= MVXO=,>W^TI;F66-0TF1&QSD1LPZ!LX[CJ/2K']CF$,[7]UM&2VZ1 %X&3G9QC!/X^F,8OP^N;0OJ-K;6X@, M5RN\1SF>W8E2,QDA\=/IFL6$5Q;0 MQW5S=G[/;.,D\,VX@Y'"DL<^O7B@#JY-)9UP+RY7ECE74G!'3E"..HX^N1Q6 M9K>G>3+8L9YW#7JJ 77"EDDPX^3.5S@?KFN3M;"S\/:I9O!):W?G7D4"@*PN M(?+01,P(? VE>=RG/XFNY\1(9'L,#.-0A;IQ@*PZ^O.: '2:2;<&1[^Z"HAW M9DC"X')8G9Z>^*CLK)-0B2X@U"Y>-]S*0ZX()X'*9P.@YSZY-5O'-K'>V44+ MW,<):YC*K*2L4Q7+>4^WD*V,D]L55^'MU:36]Y':PF$17L@91-Y\.?6-L*-O M'''ODT ;@TA@%'VNYX)SF1RJJD,X*@ M $C\:P]2MY[>:UOH)EN;JX.EFV627%W'B/+JT:C&Q_XCN Y.<]2 >B)I)W,O MVZY) &1YB9&2W8)WSW_NC'?,SZ622!H]OU->5>'9(K>^TF]$W^E M22Z@^H,TF658RQRZDX4;,GISVY JSXQU<3ZK/F;+C3 TTS@W^/F M?)!^SW#9&-N/\\=CS"S6MKXJLIK9AF:6[698Y#+/YC+RLJ\;51CQU "D]J[/ M7U\RXTH'_H)9_*UG(['O[?EUH FGTX0*\CWEPJJI)/F#"@ 37*7ET+MGNFB@MR/[,/D@*ER MN &S;*&R$;<&/!//L: /4AIUO))Y8U*X+C<-@NANSC!&T=Q^E$^DV\&V.34+ ME#V#76TGGUZGDX__ %5SQ@TPZ\[P6\$$&DP/-/)'"JDR,O .Q4,_F@IYGS+E9.H0^AYZ '61Z4A0<%1VP<8XYY-YX'_\ 7!/_ $.MSXA)9178FF>WD,6GN/LEQN0,I?(>)QC$F5Q@'.!V!H Z MV+1-@'^EW78_-*&(XQCD&F3Z(H&Z2^NE"]3Y^P=>^ !5K1&1]/M&CC,2&VA* MQL2S(-@PI+/#?,9PR_]]8'(^O]:5M*2/8[7]R-V%4F8;22.."N">.*\SD::?3; MBVMX\VLLUU>3K;20R"%6YA@8JP50OE[FXX';@BHM4GO[^UTJ26"X2WMTL$A M"!)&V@,Y)<]9GIS3YK2VA7;)+(NX@#-S*I)'8'?G\J\PTT^7?V;G]W?KJMX] MWU:180%9PQ!Y3;PIZ'DKSG-[QI//JTL5])!+]DC-I]D97C"2-)(KF1@S!AE, MJH*\$\XH [W[+9/)Y0N)"_38+N;=P/029Z#-4-6TJ%+G35#3'=>N#FYG/_+I M<'@E^#QU';(K@]*E2;Q-%)LVDZQ>$Q, ;Q2T2Y+%,CR@. M.34EC:6=]#'/8[5DLGN+M+=H[G?'YL3 M2PLRCHX' XSC)'M5SP+<1W6DQ.ENL"EY<*A8QGYSEEW0.PX% %V:QLK7 M'FSRIGINO)USCKUE]Z<;.U@B,QFD";"VYKN?9MZYW&0C'O7,?$J\TV*-()HH MI+J>&6*)I2-D2OC=*0C?;N Q&P MDC##/&T'/ SW% '52KIEK&LDEVR(^0K/?2J&((Z%I?Y&E<:9 Z1O=LK2@%%: M^E#,.N5!ER?PKS1)K*UTJX^VPQ%[R[O%L04,<,:2!0TZ[L[8U."@QG(^7J2* MVKI;*KK%-!.L<&EQY/-S*$P";8[?E'\+ O^%GM,81=,95^]&+V9F4\\%?-S^8I]S!8Q-MEN'0XS@WDR'&?3 MS!Z5PEA/9V&M17-G+#<"ZNKF:9'MA]JM@5W.?, +J 6QC []SDGC/02 M^G-4M=LEMS8!&E(.HP[LRROQM?NS-CG'3O7*Z:EAI>LVHTN6WN1/>2 Q_9A] MH@58PC'S>655QP"%SD]>379>).'T[_L)0>G]R3V/\Q_0@&WS12?Y_P \T4 4 MM0AN;@A(Q 8R/F\U6?)'3"C /XFLV/P_+%>)>)':K*L93:)8I!.R3)_X$"K#Z@YJRFF7*0);;;4QQ M*JQJT3LH"DJH^9SC"XYYYS[$ZY(XI<4 9!TRY(4%+/"_='DM@?=/'S8;^Y4)+]G*EB,W S@@;\') ZD8'OQ6IBC% &?%%/R$FM_E;D+">#CV MEX-5K70C974]Y#Y"RW&WS'\F3YMHP, S8''7'4\FMG%+0!F1Z;-%Y@5K<"3[ MX%NP##&,'][SW_.J]QHMQ<2VURTD!FM@_EO]GEVKYBA9,*+@#Y@.,DXK:Q1@ M4 9\<6I*!OG@8\9VVTB]SGK<'V_(^O#8K;4$_P"7BWR3EB+5QN.0,_\ 'Q_= M&/R/08K2XXI,=/UH YSQ'%>^1#OEB;&HV!^6!EQ_I484G,YZ'KQSTXZ@B6X_ MMZ8>='O_ +-M_P#ED^-OG3=!YF,YZY/I@=<6_%"@V]N>>-1T\]"?^7J, N]&DU"2":X,+/;R,\1\ MN3"GL<"8 G&."..WK5UXK[C;-".>/^_PJYBB@"H8[X XEA_[\O\ _':7 M9>?\]H?^_+?_ !ZK=% &7]FN[R,"X%N?G;Y6A+@8)"MS)W'\Z:--F.%86N$/ MR?Z.3C^(\&0;>?3-:M&* ,MM/N)HVWK:DLQ8@V[%2>@))?KCOBD.E2*JA5M? ME<$#[,0 20"1B0X. /R[5JXI: .=\3)??V/?F22''V*XW!8W!QY+9P2_KQT] M_:M#;J1R-\'M^[D]3_M^F/S/H"8_%?\ R!M1_P"O&Z_]%-6KB@#!TG2)=)5X M+9;>)=S$XBF.6)#CYG?D99NA..,=P+3:=*9-^+I,4 9TMI=!&13;D,6)4P,%)/))_>'.3UXIITR8QB+%KLSDK]F.T' M'4#S,=ZU** ,Q[*XD8AOLY4QA23 3D \)CS>E5UT1XO,PMM\Y1B# Q7(!'W3 M)@8&>G4D^M;=)B@"EY%Y$@6.2 +Y+*H X XD.*I:6FHBU0!HE^5L*R,6R M&( +!^A]<9]1FMNL_1"OV.+;D#! R=W 8@>YACM8Y;AE, MC*)G! .3PS@+U)PN,\9]0^[T:ZNE=6ALF\Q2')CD5OF'.&!)SR>>#6_BEH P M+719[2)($BL@D("Q#RW8A0>#\S9![GDY/.:L?9+XR&4BUWX W>4^['0C.[/ MZ>O?'6M;%&* .;NO#3ZC&J3P67RN' 6.11N7)7)5ER,]1T^M7&M]41D9YSV[9I?L%]%@116 M. VX#RW7#=-W&>>.M;6*3<,XSSCIGF@#&:SU)D,9BL2I.2NV3;G.>%60#\A6S3: /G_XB*ZZ_>"3[VZ/.. ?W2OIFO4/!3ZDV MAV)@\@+Y)'[P2AN'91Z=L?7MGJ?,/B/_ ,C!?=?OQ]?^N2>P_P ^O6O8/ MT&PP/^6/;_>.: ([#0[W39IYX8;)7FD+NW[W)) !QZ#C.!ZUH?\ $Y_Z=/\ MR+6IBEH PY[+4KI@TL5B^!QN5VQ^8IHTZ_5@P@L 1C!\M\C'3!QVQ6]10!@G M3;YA@P6!Y)_U;]3U/3KQ3VM-3=UD:.Q+* Q60L,=,'&1BMA 1GYB>>^/Z4^ M@#E]?;54LG,AMP#) !Y?FA]QE0+@CGEB 2.<=.<8O7-OJ=W"\,RVC*ZX(_>X MQWX[^U2>)=ILFWN01CJ#TK6H Y;2_#]UI5JMK#!9",< ME7$CMG);DG.<$G&:MC3KXA5:"P*@GY=C@#/7'!ZUO44 < 9]J46%R 46VLPID5F7#8; Z;,9 MXX8]L<<<[6,4@YH Q!I]PZA)+.S.QSMZ[<8W#"^6<8?D\\X/K4EZVHFVE#I M:V,56U#_CUG_P"N4G_H)]Q_,4 4-*DOA H6&$I\ MV#YS*3SQ\HAP.=W?L/4XHZ;H4VG7-Y=PVMO').^=QD=A@="!LXSEL@8SQ6YI MA+0(2 M([*TQN#$%C@D!@O(AX(SUP>XQ6HKA\E2#R0<'."#@C_ZU.QF@#G(M#DCN1>" MSMO.6V\M<3NL63]_">20N>FX9.,@^]M=-<1B(:?9!"RL5WG;N7&QL?9P"1@8 MZ8[&MFDQ0!SS:(S1JG]FZ=^Y4^23RJL?F)">1\H+9/#'UZU8FT][HN9=/LW, MI42[GW%@H.W.8/FQV!Z>O:MD]>E+0!A/I)DMX[=M,L3&O(B+_NE)Y.T&VQU) MYP*EE^V0VQB^S6\<:Q%<).^%4*P 51 !P ,#C]!G8JO?C_1IO^N3_P#H)H ^ M:]*!-[;XZ^?'[?Q"OH+4K6[U6"6VGM+=XI%*D&X?D<\_\>YP00I!['D=.?GW M2N;RV_Z^(O\ T,5].4 86F65UHT"6UM8VL<:[1A;A\GHI8XMN6QU)Y)ZGO1> MZ6VI$2W6F6,T@4*#(Y<@8S@,UN3@$GM6YBEH PHM),+^>FF6*S %0RO@[<; M-XMPWW>,8QCCI2QZ=+#Y033K%1"6\K$I'E[V&\IBV^7/)..I ]>-EV"S?,?,60B3)&#\XML\Y(/-1:PU](]GYM MO +Z,@K=,3NVN%X:%0<]^IYZ<9KHS63K@RUEG _TZ+DA3_"_ W#K],'^H W M5].EUJV:UN;:%XWQN!G<=#D$$0YR#3K"VN--C2"WM+>.)G2IOL4Q6'-E9_N@JJ/,.U%& -A,'&%S@ #TSWK8Q M1B@#%6QO(9GN$M;+S"&VL"\<@W')RXC8MGOP,FL_7FU#SM-\U( ?MZ["LDA& M_P"S3C!4H/ESSPOMGWS0!!J>EWVN6 MC6MU%:L'P2"9...,8SAAZ@T+I^J)$L'DV+1(,(&\TC@ #@K@9R'[S3[.* MT6"QV1@X!$LF"QRW+#)Y[\5:%AJ3E7DBL&*WJ* ,0VFI MG?\ N['Y_O?+)\WUXY_&D^P:AN5O)L_P#YY2]=U>DUP'QH_P"0 M-!_U_1_^BI: .9^$'VC[7>_9B@/V=?OAB#\XQ]TC^M>@:AH=[JLL$MS%9NT+ M%DR9@ 2,<@'#?0BN&^"?_'Y>_P#7"/\ ]#KUW% &6?[8[&UZ#M+^/>B>VOIU MQ)]E.W!!_6G MFWOW"AOLWRX('EN<$ 8QEN,'.#[#U.-6DH P[;0Y;&#[/ EL8VD9W5XY&&YC MDD;I&SS]*LO;WK+&N;8A<'!B?"E<8Q\YZ4X) MP. 3OSU"CZ9]!F5;:\"!?,@7&, 0.5&#\O'FCI6A24 9ZVETC9#6_=BP@8'< M>"?];WQ6=K4=]]ITW$T.?MDH&8'^]]DN,$_ON1@'CW!SQ@]%63K/_'UI?_7^ M_P#Z1W- %76] N]=A:WN);5X6*G8UK-G*\@[DND/7TQZ/PK1HH SVBO258RP?*23FW!SQZ?ZX8_6KU% &8EOJ*OO::VY !Q;/NP"V!N\_MGT M]<8SP[[+=H%$PK.U^.YS9;I8C_ *?#C$3#!P_K*>WI6^S!><]QWXZXK'\1$[K'_L(09X/H M_I_7^>* -7S1Z_JO^-%2T4 03W:6Y 8.<_W8Y)/_ $!34?\ :47]V;_P'F_^ M(INJWTFGVLUQ%"9V1"P165,X&?O,0 !WZGT!/%<_J'C!V\/)J4*^3-;_XBC^THO[LW_@/-_P#$5@Z?XENH M=3M]%NX"939K*TY= '(!#$1H, 9!ZD'VZ9I'Q=>+)JU] AN;6T811H&CC&Z- M=T\AD;G:.@P&SD8'4T =7_:47]V;_P !YO\ XBC^THO[LW_@/-_\17)WOQ*6 MU\K;:;B;"*[DW3! J2;/E0E3O8;O]GI^742ZB\ED+JTB,[-"LD<8=$+[@"HW M,=H'/)YXZ9. 0!#JR;2WE3\;L+Y$N3C.,?+CG'&2/?%*-50JI\N?)QD>1+D> MN?EQ^1/XUA6OC"\U'28=3MK .K+<-(IN @C$1('S%"6+;>R\=Z+CQ!=:K;:2 M;)OL\M]*&(*K(1$D;/+]X $9V@'CJ#P3B@#9?6E3.+>Y;YL<0MR,=1G''UP? M:EEUE$4%8+E\YR! X(^NX*/UK(TGQE/J-Y/9O98DCMO.Q#<1S]6"A"Q"('(. MX#=C'>H_^$S0,\4S3?B%]OO88OLX2&:YEMU;SE,H=.06B"\;N!]XT :/B#4(KBWB M!AF!6^L&!:%QC%U%T..N"13HKY5U1YMDV)+.!2IAD#*5DD/(QR!O., \YY/& M+?B3_CUC_P"O_3O_ $MAI(P/[9F(S_QXPY^[MYEDP?7/'TXH D?6@#@6]P?F MQQ"_J1GG'89_$=\@2)JZ/C,4Z]>L$O\ 137/^,_$=Y8SVVGZ?M2>8-())"JQ M;8^6CRRD98?3''/-=3;R--$CLNTLH)7<&P2.F1P<>M %;^UHRV/+GZ'GR)<< M8_V<]_3M],J^J1J"0DQP"0!!-D^PRH'ZU="@9P!R*>FJ1L 2DPR 2#!-D>QPI'ZU6\3:U)H%A+>);M/Y>"5#K M& ,\L6;/ 'H",=^>0.<2_VE%_=F_\ >;_ .(J"XO+PV\,MK:K M(SA2R22^3L!7/)"/D@\8Q7'1_%1V\MFLX421I@CM>$(?+P"?]1G!)X&,\<@= MP#H_%&H1OI.H*%EYL;D4JX ;L"X(ZG% '0_V ME%_=F_\ >;_ .(H_M*+^[-_X#S?_$5S6G>-[O47\E--/G/9Q74*?:%VO$\F MPLS,J[,9!P V>WOH^%O$Y\2P3R&!HFAF>)E#!U+*,_*Q"_J!B@#4_M*+^[-_ MX#S?_$4?VE%_=F_\!YO_ (BL?3?$MWJWVU8;+;+;3K'Y,;:30QK;HRQ^7DID%@P?RR@/ /S\ \>IQ M61%\2#.EOLMX6DGE9%5;O*+M0,V^0Q#:>1@8(///% '6_P!I1?W9O_ >;_XB MJ.BWT<5G"I#DA3RL$NWJ>F(P*7POX@C\36$=ZB[-Y8,F=VUE.",X&?7@5-X> M4+I\ &"-IZ=/O&@!ZZM$YX6; R"?L\X.>.QCYJ3^THO[LW_@/-_\17+>&O%5 M[XCU*22*,+9@/%Y;/&)D="#YC(5#88,!@$@>N>*NZAXKN=*U&WM;BQVQ7%UY M,;_ .(K M&\8^,E\)PHRP^>Y.3&'V%4R%\PG:W&XJ.G4]>*AU+QI)I=S;+/9E;:XF2..? MS5W8*@[S$ <*">%_&D?BFY98HU11&S#-QNFP& !:$+@9SR0QQP#UJT?$[KKBZ0UL5#6YE64 MR+R!D?<4'C(/4@^WJ :9U6($#;-DYQ_H\^/_ $"HFUNW1B-EQD'!Q:7)'0'J M(R*Y>P^)\5S8W%]+!&BQ1[@BW'F3%B^Q5*>6NT$\YR<#K6]X6\1'Q) \^R-0 MK*N(YC-R5#$',:8(SCN/?B@"W'KEO(S*$N/E];2Z4=>Q:, _@::-% M_$/_ D=NT^V-0'"XCF\X9VAL$E$P1GIS]: /&/B(PDU^\8 @%HL J5/^J3L MP!_2O4?!&L0V>AV"21W&?)/W+:YF'WW&=T<;#G'3/3';%>9?$S!\17V#WA_/ MR4S^M>K?#7 \/66T[AMEYZ'/G/D<^AXH TAXCM6(&RZR3_SXW@_G"*:?$UHN M,BX7)P-UG=)DX)VC=%R2 >!SZ=$T?!9T.&P M_0 X.,UUQX'% &7_P )):C'R7?/_3C>?_&:/^$EM?\ GG=_^ %[_P#&:I^+ MO%4GA6W6X^QM,A8!F\Q(U7<>!CEB?HN/>J5[\0$LKZ2W,&8H[J.W>3S0) SK MG(BV_,JG )#?A0!L_P#"2VO_ #SN_P#P O/_ (S2?\)%;)D%+L\GG[#>'O[0 MXJ#6_$DNG7<%C:VQN)YD>0+YHB0(G4EB&ZG@XMK1Y8(5@-S) MO"M%YO0*A&7VD$'ISSTYH T?$&O6T]E( EP"'B<%[*\1?ED5NIAQGC@9 )P" M0.:TO^$EM?\ GG=_^ %[_P#&:-_P#QFC_A);7_ )YW?_@!>_\ QFLC M2/$&KSV<]R]JD^9-\!BN(5B\MAG:SLV04_B)'?CI4D/C&XO+&2ZMK+S#%+<1 MR@3H(E,(!)63&7##[I5#Z''6@#3_ .$EM?\ GG=_^ %[_P#&:/\ A);7_GG= M_P#@!>?_ !FH=-\12:UIB7]G:NQ<'9&[I&20Q4_-\V!D=<9]JHKXGN;R6>*' M36DDMG0.1/&J(S+OVE^"<=&"AOQH U/^$EM?^>=W_P" %[_\9H_X2.U&/W=U MS_TXWG_QFN=7Q\+?3%U*WL9GM\%I7DGY0^:(=@W;RQR0<<#'?/%=-)J$\EO! M/9VYF$H1B'?R2JL \K _/@]>:Y^7XFB-H$^QE3--(BEYTCC(C;8S!R"#\V0,X'! MR1767C,UK.6V\Q.1CH!L[DY!YSSCIVH IV&M011!"EQE>O\ HMRXY;'#"$ ] M1TZ<^AJPVNVX_@N.,_\ +I='H">T7M_G(I^CH(;2-020-W/7^(GL!7/Z!XNN M?$&H.8;<_8UW1;B5\U9%RQ=T)#*I' !]/4XH VF\06RIYFRYQG_GRN\]_P"' MRL]NN*=_;UMC.RYY_P"G2Z]O^F?^T/U]#C'N_'::?=RVMS:2H4@N)5P52JY*!P."U.L_&4EW*]JMC)YXAAE6/S8LE)/XL[L<<9^M &PNN0,&^2X^4*+?5-.?4&4Q)&90X9E. M/+)S\P.#G':J>F>,FUI"UG:B0[0P475N7"GH74.2G;@CCH: -F+6(91D)/\ MC;7"]1G^*,=J@"U'JT,JAE6< \ M\VUPI_)HP:CO-1B:"4!9>8GZP3#^$]RF*PX_'PFN&L4LI3=)*ZM#OCX55WE] M^=N.U:]CJR:YI0O8U*K+ [!3R1PP(X^E 'SUI9Q>6Y])X_?^(=AS7TC_ &E% M_=F_[\3?_$5\W:3_ ,?EM_U\1?\ H8KZ(\0ZY'X>LWNI59@&50%&>6( R20% M7)Y)('XD9 +/]I1?W9O_ 'F_P#B*/[2B_NS?^ \W_Q%9_A>_P!0O;8KJ4)C MG1CEEQY+JQ)4H03D 8!_^O47B3Q:OAN2W1[:619I$3S%P(U+$C!)_BX)QZ4 M:O\ :47]V;_P'F_^(I/[1B_NS?\ @/-_\16%!X[@GNO+$$GDF^^QB,XJ]XAU^;0T:46CRQQQ-)(X=$50#@#YCDD\G 'IZT 7EU6%L@+-QZ MV\X_FE9NM7B2O9LHE&R]1O\ 4.,C8ZD?.%]>V3[=Q5T[QW!JM\;.&/&&09DF MBC<[DW\1$[FQWQ6GK1?=9[.?],BS@9P-K;_XB ME_M*+^[-_P" \W_Q%5/$>N+H%F;@C<2Z(@)55W.<+N9BH51G))(P*3PW=ZA= MV@_M& Q3HS(WW=KX_C7;G@]!^= %S^THO[LW_@/-_P#$4?VE%_=F_P# >;_X MBL_Q)XC7PW''*\$DBNZKE2H5*TAU;^RUBR^(V+-+''D/\ MW58@L1U(% &F=5A!"[9N?^G>\Y'&!U"8[UG^(_ M%,?AUHD:,R-(DS@>8L8VQ*&8[GX)P>!WK/G^(=M#\_D2>6B6;3NQ51%]J4,@ M*DY8@'+;1QZT =%_:D7]V;_P'G_^(ICZO"JEBL^,@<6UP3UQT$>?\^E4].\2 M#4-2NM/\AXVMT#%G*_-EL A5)X/7)/2J&N>.X-'N+B!8))OLL<3SLI4!!(RA M0 Q!8X8'C@9Y- &RNMP/@;+CG'6TN1U&1UCX]\].]9FO:@AET\@3X6_5B!;3 M,2!#*<8"9_($^O&2$_X36W?68=*BC9_,5B9@<(&$0EVCCD[2"<=,CU.+>O*& MET[C.-00YQG_ )8RC.<V MSO-%&YE1"@!V9RX.<;"!GC)QVH MGQ+;*D\-"!656>;S-N^40Q@)MW$N5;^\, *<_3.()_&#V MUYIUK):\7H&V5)TDCSM#':5&6 W+R0NH% &H?$5JI4%;D%L8S9W8SUXY MBZ\$D>G/05Q_Q=O([S1(&02 ?;HOOQ21'F&7M(JG]*VH_&;7-TD9LB;62^>U M2?S5),B@D9A*@[25.#GM],YGQH_Y T'_ %_1_P#HJ6@#FO@W=);7MV&W$M N M-J._1^?N ^M>L#4XO[LW/_3O/_\ $5Y3\%0#J%V23G[*,#/RX,BYR/7IC\:[ M?QCXCNM,EM[.Q"&>3]Y^\=(T*1G+1Y?C+C([8'.0%=L M>]8@QB5 MI;1%D%_+:N#8(SD'8P$# *D9C?.03UQBN5'Q1;RC,;#Y8XHY9B+@'8DDHC3 ,8W% M@P8 [>.] '8-JL84G9-G&<>1+GZ??M#Q;C+B3Y4WF3R]F-A['=R!G%:NN\7.E=O M^)B?_26X]Q_/\#TH D_M[_ISN_\ OS_]E3H]:#[LVURF%)&Z!SGV&W=^M9GC MCQ)-X>M(Q;A1)<2>4DCL%CB)4_O&)!!QV!_I@Z?A^XNKBQA:\"B8+M1S^X; MY>,X/KZ<9_+FJ?BKQ&_AN%9EBCD7$A/F7"PZ%K'+ BJ2QN#&^XL%"A/)?.21@Y^N* +S:PH./(N/O*, M^2^._P W3.!CGC// -9>KZBET;(M%/'LOXF^>*3G ('"JV<[N!D=#[9J:;X\ MEO=1_L^6UB@D#(K*]T2^2@8A5$/S%>G6M?Q%RUAT_P"0C!U^C^X_K_4 &QS_ M )__ %T4N!Z44 4]5MY[NVDB@=$9UV[G4NH5N&X5E.<=.>M_>NWEM(;C_61HW&/F4-_,5 FEV3#(MHO^_2 M@]0>X]1F@#GM=\.:@^H/J]I.C3)9O#%#Y6,@[B/WAE #9;KC'M26/A*:/P\N MF;UCDFB8W#21^%8D]!UKH_[)LBNS[-%M]/+3'3'3%*=,M", M?9XL D_ZM>IZGIWH YF]\#R7]A#92RVI\NV2 3&QW3A$P!M=IB%./8\G(K5L M_#-MI 9M/'E2^6$5I&EFC X_Y9F10/N]B/Z5H?V19?\ /M#_ -^T]O;V'Y"D M&CV(&!:PXYX\I,<]>U '+Q^!KZ'2H](344$*EMW^C.&=66C9.6<1>9(5P/EY(R,<>G1#2;(-N%M#GGGRTS MR8UZ<<=.G'2@#G['P=<6FH-J/VF'SOLYC'EVODQLQ8 MMYDB+*=[<]BO0>E4)/!MZ#:6$KQSVC7\MU<,(Q$00"ZQE6E?>KL<8 R .?6N MO.DV1ZVT/3'^K3IS[>Y_,T-I%DP(-M"<]K7]E>1W")]E= MC&I@,G+@!BY\],CY> HR/?L-X3>YU"VO;F6 B!W=$BM1"69APS.9)"<=<<9( MS6O_ &'88Q]D@P>H\I,']*>=&L6ZVL)X(_U2=#VZ4 5?$G_'K'_U_:=_Z60T MV$S'6)^1Y?V*WXQ@EO-E[GD@#/0XY[&J_B+2K2.WA9((E*WVG@;8U'!NX01P M.AS3(;*V_MJ6$0Q[5L8FV[5 &9& 8+DCG!!.T'@#I0!#XOTJ^U4QV\20RP3; MHY/-A$AAW# F0^8C;LGC&<=>U;FE6 TJT@M0Y<11J@9OO';QDTY=)LD!5;:$ M C! C0#'/'3W/YT[^S;3_GA%S_TS7_"@"?-&><57&EV8Q_H\7'3]VO'3V]A^ M5#:59OG=;Q'/7,:GL1Z>Y_.@"GXDTF77+&6S298A*-K,T9DPOL Z8.<0L$M$MTS9G$:J1\Z#SAM%KF/35TJTN(E@-N('$D!D?G=OD4B11D[LX(.,9SFM[^R++_GVA_[]I[^ MWN?S-(=*L^,6\7'_ $S7U!]/4 _A0!E:MIL>D^'+JU0EA%IYH Y?POX7NX+]M4O/+@EV/$88(Q&D@WDB9RLC@LW7& M!VJ>^\(76JW4\UU>HZ2P/"$%NRF.-_O;&$QPQP,D@@^F.*Z#^R;+_GVA_P"_ M:>WM_LC\AZ4'2;(];:'O_P LT[@@]O0D?C0!R]MX'O8#YGV]!+'81V4$BV_W M(E.2VTR?ZP] 0>!GKGB?1-%U+PZUK86_DO;@RO/.(A&S,4PH93*S,Y;!+#' MQ70-I=J00((QGN(TSGKGD4ITJT8#=;Q$CN8U)]^U &-IGAZ]TVXU"X%Q!NNR M&RMNP*N$*J?FF;(!YVD\\\C-0_\ "&>1I46GQ-;R%69GDN+83EG?[T@&\8?D MXSN[#WK?_LFR_P"?:'_OVGH1Z>A(IXT^U'2"/O\ P+W.3V]: .;?P06TLZ.M MSBV^RA /+R_G>;YIE+;A\N?X/UJM;^!9X5N7DFM9Y;F6%I/.M?-B0HA4%$:3 M[PWGDGGI@=^J;3+,X9K>+Y0<$QKQD8...*1-.LVPRP1'J00B=\DG..^3^9H MI^&="C\,V$5E&Y<)NW,0 68DEFP"?H!V ZFIM XL81QT;IC&=QZ8XQ5HZ=:G MDP1],?<7I^59/AW3K-["!A!$2%(SL3^%F'4#MDT 8^G^&[^]U;[7?)%%]EG8 MK-%$J2708<%RK?=5<#D=?H:L7GAW4WU-]3,T-P8U<6T+QL!&" >#N WG&-QX M[\<"NE_LRT//D1=0?]6O8Y';MVI'TNS<%6MXB#U!C4@_I0!QMWX#N?$UH+C4 M+N2&\FMXXY @1H HE\T)Y> >.,X?[W/(ZV)_!M[<7\4TEQ#-%%;B!%='#JC) MLD+O_P LU[G)[=S0=*LV&#;Q''_3-?4'T]0# M^% '$_\ ")ZMH2Q36DB3S01_9K(DY@BB1H8BJ_NW63UDN9\@ MRO%*V%&,1*HD3:F0.1GIWJ]X:\-2Z/<7UW<2(TEW/YA6-<1+@'! ;+;CN;)S MSFM)= TU5*"SMPI(R/)CP<# R-O8<#VI!X;TH$'[#;9!R/W$?_Q- 'B/Q)01 M^(;T#^]$?SB0FO6?ASN;P_9$\'9(.<8Y_'CC%>3?$F-(?$%XD:A5 M'D !0% _<1] *]*\ :+I^IZ#92W-G;R-LE7<\22' F<#E@?'-+3E;&V'_ &PC'_LM &9XU\/7?B>T%G#+%&A969G#%LKR,8.*K:EX/DUR M[@FO%M (YXI9'AB9+B0HN!&9"Q.WI[X Z5O?\(_IG_/E;]<_ZF/KZ_=H/A[3 M&R396YR,']S'TSG'W: ,6Y\/ZI/?1:D)[<7$0FC"^5(8FB?!4'Y]V\')R#@\ M#BLFU^&39VP9B@/[M$X=U5^0O!VD\\?4=:U# MH&FDEC9V^6.2?)CR3G.3\O- ''Z#X8O)([B[>VM+9KI(D-F\#-;CRY#\SQ@@ M;B!E3TY]ZLGPAJT6G26%O>11I/5"EG)95 M7[Q(!W9_&E#X3U.PTM[*VO$$UQ--)_M[THT33UR!:0#(P?W2=...GL* .7N?".I7%K;6.^S2UA*DP*DH6 M3'(#G.3\W)]3R:W;B#5Y[>YC\Z!'>)%A=%D!1BN)6.6.<'E,#ZU:_L+3A_RY MP?\ ?F/_ I?[%L,EOLL.2""?*3.",$=/2@#G=0\)W=!$T1NO,!SGYB2!@9R>];^CZ;:W5HD MDUO$[.&W,8DR<,<9_=1^@ZJ/QZU:ET>S(XLX&RRYS&F.N,_=/(% & /!EP-4 M;40UM'E;@,D<;JLXDX F4L0>Q; Y/-4D\!WEFUU<6D]O:S3Q) ODQLD<<7R[ MMISDN[*/F/(YPGC_ET@_[\I_A[4 8)I!\TBLK#C.."#T / K2O= U&]AABDFA M/V9K.6%BLF]I8=I8R'=RK'/0 \]:VFT33WX-I ?K$A[ >GH*;_8]BQ8&SAQG M.3%'@GGGI[G\Z .7M/!5]8Z@VK)/";J1Y3(I1Q!L8* %&=V003G/.:V])THZ M%HJ63.',5NX+#@$\DX_.KPT6P0@K:0#HE#_3;;_KO%_P"A"OH?Q'%/-IUPMO%',QC)$#D=NQH&D6(((MH1VKI!I-D!@6T6/3RTQU)]/<_G3O[-M=V[R(\XQG8N<<<9Q[4 T06]TDVZ")UD81C"IN9C\N.#6QKH&;/(_Y?H>AQ_>YZK^/\CT-HZ- M8-UM83U_Y9)WX/:LS7=.LU-D#!%S?QC_ %2'[ROGMW^A_J "3Q7#/-I\HMX( MKAA@F*1&<./[HVLI#<\'/X56\&>'9/#MO*KL,32^8(E+>7%D?<7<2?K6S_95 MGS_H\7S9S^[3G.,YXYS@9IO]C6&2?LL.2,$^4F2,8]/2@#*\8:#>>(H$MX)( MHU$B.Q=6+;D.0!@]#535_#FH:V\+W+6R"&X28/!&_P!H_=@E5#,WKCFNA?1[ M&0[FM82?4Q(3^HI#HFGL23:0$GK^Z3_"@#D;O0=5\716]S?"&,A+I3:R(Y1= MQ,:2$!CEPO(/;@@ YJ!_AK=/%- UXK+=+9F=W5GEWP Y*DGD'/?I7;?V18_\ M^T/?_EDG<8/;TXH.C6)79]EAV\<>4F..G&* ,.UT+4H-7N=1$MOB>)4V[9"0 M$!V=QSP,_I6=JG@C4+Z6[F%S"KWUO!'<$1MA2A4-Y:DGY2JX^8D]3QQ76G1K M G/V6'.,9\I,^GI31H>GCI:0=<_ZI/\ "@#E;/X=/IEY9S6U_($@FN)#O6-I M"95"G#;,$L!ABP/ XP:W?$61)IS 9 U"/.%W<&*4=<<<]_P[U=.AZ>>MI!_W MZ3_"LG7-(LXI+ );Q*&OE#!8H\,/*EX/'3.#T/('U !:\4K*S+'PQ>6VB7%A&\:O=-.2K!_*@2=2#&B@Y 7L.FW-C;6L\UNXM[>>%- MR.57>%VRCG[ZX('8#\:GN_ TMTMNDWV>00F!GG$/^F3>2H&TNQXW8 SDX'K7 M4?V%IW_/G!_WY3_"D_L'3O\ GS@_[\Q_X4 92A='W.96#/D*V,#L ?J:ZW^PM. M_P"?.#_OS'_A1_86G?\ /I!_WY3_ H PH=!U:/4I]0DG@E9H7CBRC@1*6/.,GO5+XS'.C0?]?T?_HJ6NQ&AZ>.1:0?]^4_PKB/C#9P6FC0^3$B9OHL[ M5"YQ#*!T Z=J .>^#+A-4N?F/_'DQV@'! DCY^H[<=S7<^-M'O=:,5O##!-' M*CH6ECRUN<9\Y7W Y/3&.P[9K@/@[#'<:O.DB*Z_87.& 89$T6#@U[$FEV<8 M(6WB /I&H_I0!'IUM_95K;VS2/+L1(][ LS$#J< XZ=^*75;>ZN[=HK6<0.P MP)#'YNT=\+O49]"WDD>1I/OR.QF&&/85[^99K@6XF*H@A?R=NT^4.O\ :!/IP+2X/\JN_P!CV)&/LL./^N2>F/3T&*RMI.#0!/XG346M"^G)'+(I7,$J*4D!(!!+.FTK] M[.>V*D\.:&/#]I]FWAQYDC<+L4;VW;57+84=ADU:.C6)&#:PD?\ 7)/;V]J/ M[(LAC%M",=/W:?3TH H>)="EU^!K<2PJC1NI$MOYY!88$B'>A5UYP>:R!X5O M;FW?399MEO;K:_9I2JR.\B?.SLNX< _+M/7J#72?V'IYZVD'/7]RG^%/_LFR MQC[-#TQ_JT],>GI0!S$7@*6VOFU2.]47C22LSFW)AVR+MP(_,R"O4$N?<8J@ M/A4L4+6\5Y\K+#AY("\L;(Y:>Q]/8?E0!RDGA2[\3VXEU2=[:X NTB2-D*I%*/+"N/F#$C MJ58$@X)STKW'PM2>U6 :A.'"P*[;4,9$6=N$X(P"<8<\\XKL_P"R[,G/V>+/ M//EKGG@]N]-.C6+*$-K#M!Z>4F/RQ[T 8A\+W@U9-3^UQEDM_LZJ;X,LH$.Q9B"3&"N\A0N<'@[O:M;^RK,# M:+>(#CCRUQQP.U(NDV2*4%M$%.<@1H!R,'C% &5>^';K5+BV>YND:*VO!<(J M0;):00,C.$&<=JL^(&(-CC_H(0@]>.&_^M5U-+M4&T0IC.>4!YSGN M/6LCQ!:V]HMBL<* -J%NFU4 &TDY& IX[]NF>U &_P ^WZT5']G3^Z/R_P#K MT4 3T51NK-YV5S=2QA5Y"&-4/(8D[D8]L<'H3WYK,ETS[)#)OK0!T=%9$MBA4/]NG578!2)DP=VTJ%)4YR M%('?YF]%*RMI+-_R]7 Y[2#\N5/^- &E2$ C!%8YL8TC\UM0GV'!#&6,)CIP MVW'/UJ.X-OIT22W-]*%DFV1MO/S&1?D48!ST)';N>* -VBLA;!9V81WLS%6P MRB93MYZ'Y21WX-(UE&L33&_G\M0Q9A*A4 =>0M &L/Z4ZL"RDM+Z*.6+4966 M7_5DRA6.&*\*R@G)!'(^E6%LHS+Y7VZV0#TZXYZ"J_B'2MMLC&XG.;VPP" MX.TF[A&1QU ]N[CI0!T]%8.HK; MZ1&);K4;B-6<*"77J>@X0FK?]D,?^7RY_P"^U^O]R@#3HK,&CN.MY<]_XU_^ M)I1I)"E?M5QR0<^8N>_^SCOZ>E %WRSO#;F''(R"#^!Y&/;\:EK..G"+YVN9 MP%&3F7 ^4Y))QW[]L>E0R::L)&^_N%+$!094&3Z ;>2<]* ->DK'FTEHOG?4 M;E%5@QS)&%P"2 H'/M@5IG26 M._%WY[CB@#8HK'ATP$-C4+A]K$,? M-CX/]T[4'K]:2+2BOU]J -FBLD:27+ 7]R3T($ MB?+U_P!C^=11:+(2W_$QNC@J!B2(G@ MG$> 3SGVZ8H VL48K);1)6'RZA=J M(P.<\Y&, 8[T ;- M4-$96M(]K;@-W).XGYCWJ"WTJ0?/_:%S(&*L"6AQC(.!MB'!''T/K@BAI.ES MW-G&?[1NAD2#Y3;D??/S ^1^ [#I0!TM%GKY&?PH VZ:S!!DD#ZG K(?0YI,_\ M$RO ,' !@&/Q\G)Q[Y]^2:(]"G12HU*\)S]XFW)[>L..!GMW]0, &S16)_8T MTN\#5+O[S;L&VX+8('$!Q@$$#T^M2'2KC=@:I=#OM M"0/\ @5N2?3)/U- & MO25CMI%X1QJMT#G^Y9D=?3[.*(M$N%Y&JWA&[//V5OU^SYP1V% &Q@>G6EK( M.BW3@?\ $TN^H(PMI_/[/R*7^Q[KOJEW_P!\6?\ 2VH \7^)_P#R,=]_VP_] M$1UZI\,/^1$9[5Z/\/K&>[\/V3I>SPC$X MVQK;E?\ 7R<_O87/ZT =M16"EN\EP]LNL7)E1%=DV6>X!B0"?]&[XJS_ &/= M?]!2[_[XLO\ Y&H UJ*R3I%T/^8I=_\ ?%G_ /(U']E71 ']IW0//.VSY_.V M_I0!K45D?V1=?]!2[_[XL_\ Y&H_LB[_ .@I=_\ ?%G_ /(U #_$,GEV$K@X MP8SP0/\ EHN>3D5J5S.NZ9O%7SI%T/^ M8I=_]\6?_P C4 :N1G%.K!L[:2^#F+6+EBDC1N%6S.UU^\I_T45)GI_=/KQ^=4SH]SQC4KH<=DM.??_ (]_Y8J&ZTJY$$I.I7;8BDRNRT&< MJ>A%N.?QZT 7-%"K:1A,8&[& /O'L"15_%X*3MW8^S=,T ;M-89&/ZD'\Q65_9%W_ -!2 M[_[XL_\ Y&I7TJZ//]IW0X'1+/'IGFV/)H U5&T >WKG]32UD_V5=8*_VG== M1SLM,C&>/^/?'/T_K1_8]W_T%+O_ +XL_P#Y&H UJ*R?['N_^@I=_P#?%G_\ MC4XZ9/FV6F?XC_S[XYR.W8>^0#4JO?_ /'M-_UR?_T$U1_L>Z_Z M"EW_ -\6?_R-4=SIERD;LVH7#JL394I; /U)W%8 >1Q\N/SH ^?=)_X_+;_K MXB_]#%?3E?,>E?\ 'Y;_ /7>+_T(5]!-I>I-*[?VE(L9.0HBMR0"Y.T$QGHN M "2<]3TY -JF)('SC/#$<@CI]<9%85M;7.J(MQ:ZQ(T3%MI2*V8$"0]&,9R0 M,K^'3."1U/08[DTS^R=0YQJDV?,RN8;;;MX^5@(@3]0 M5//M0!LBLCQ S*UCM[W\(/ /&U_4@?K],G HDTF_8+MU29<(P.8K8@DC (_= M<8/..:H:QIUT@M%DO9I,WL85A% "N0Y#8$1!(Z9X&.N><@'34M8K6%U$"K:I M,-U X/?%-M[2;4$6>#5IVB=059%M"#^)MR"/Y'KG@ M W**RETRY0'.I7)^4]5M.XQGB =#R.WKD4U=(O#C=JESG:OW8[0#( !/S0,> M3SUH T][;R-IQ@<\8.^6C1[L<'5 M;OJ?X+/_ .1O2@#7HK(_LB[_ .@I=_\ ?%G_ /(U*=(NO^@I==?[MG_\C4 : MU8^O+NDL.?\ E_C/W2>D?\ CWQWQ^'K M3?[(NNVJ77_?%G_\C4 :U%92Z3= '_B9W1R.,I9\>_%N*3^R+D9SJ=UR.I6T MXY'( MP/;GU]<4 :I.#7 _&C_D#0?]?T?_HJ6NI&DW3 ;M1N1ANPMOFP)?"2W:YU.YC25XB;!_GCV[Q^^A/&]67MCD&O3]4A33XUEN-2N(@ M9 @;=&,LV0JX\H@GGCCMSWH W:6L=M!D9@1J%V "#M$D6#CJ,F+.#]<^E!T. M4R%QJ-V.00NZ$J,#I@Q'@]?_ *U &Q16(=#DC52VI7@"X)8O#R!N)S^ZQT(S MCT["3VZ\8Z &Y16-+I9M\R27]PJ!<G7/I0!JT5D/IZ1L M(VOIPS?=!E0,?8 KS3I-,\O&Z]N!D@Q)-#?7#)(BLK!UP0>0 M>4H UQR*6LB>P2W&9;^=!G&6E11GTR5IYTHH"S7EP .>HZ>U &KD[ MB,\8'8CU[]*<*Q/(MTPC:E)O!P?WR YZ8P02.>U/GM8;8[9=0F0D9PTR*I,S*OV>1OE;:Q*CN)BF?5- T;1[<[C>-B9E)8)' M"X=P<%BI^9?R(XXKO]8@ENXQ"MI;W*$Y=;B0HHP1MP!#*#WZXQVSVR+;0KBS MNTO(-,LHG2%HU$=W*B!2VX_(MH!DD]: ,*5;'0_&0E60*ITYY),ONPR[EVC) MXPJ#"]J@M9-+M]*EUK6HD=KN\>XBA(/S;04B3;G#<$GYL@!LUT>H>'Y-2$OG M:1IVZ4,&D%PXE^88)WBSW9]\U8;2KB2U@M9-,L94A0*B2W#2*H50JD%K0\XZ M\#\: /.'L+6QBDM=2E1C%H;M:DLI3S6=G*J>A<,=OKCZ"O0[=I;_ $[[-K5N M8H1:0^=*]P(U=L+O!*L'7D;:?=:-'X6LQ>^7+.!>QP(6^Z\KL MNYN=H &#N8<=5Y%;>DV<$6IZ781F.8VMEY\\T8#AR@>*%Q'X>E=8NE MA/NZ?9CDGALP% '$Z M"VEIK4L4+0I:2Z2P/V>5PBJ)"2TLI*L) !@D@'##\:^F7$;^&FTJTDC:6ZU) MK=0&#;5=R=Y .=NU3@_SKT9+:2)65;.V < , Y /U AYJL=&3[1#="RMUEA\ MS8RRNFW>-K<+$ J?AYHY;NQ9-K7IUFZ-QC!E\O:2R>5B[V5JS'J2^ M2?J3!2QVLL4C3)9VRNW5Q(0Y[-ARLAP ".>!TZUU?AZ>.ZTZTEBB:)&MXMJ,Q8J-HP-SM0:AI U9X9 M+JS@D:%]R9GDX/T$6#]#D5] P8(0!D<3N>G3_ )8B@"]252\W4-W^HAQS MS]H?/;MY'U[]AZG"O+?!3MAA)P>#.X&>W(A)_2@##^),-O-H5T9R!M :/+E M7'W1P1NZGY3D=^U<=XBMK*73X;LR6LJ_V/#!% UQ^^BD7&#&$#;R-W()ZCDX MKT.YAN[T*L]E:R!9%90\S. 1D;ANMSA@". ,$_C7H=SI\UT)!+IEA)OD#$-*6#E5( M#MFU/S#IWX/7U:FB*1$/[)T\;.1AAA"6!.W_ $7TY[]LL1<29;G/+?9\\9; Z M#CU.&1:(T&8-*>= $BDLUT&* M6\!^<"X5VRQSR)!EL=, X&!BM;P99VFBZ5/<73+;MJ/F.GRDA8EC8I\JX&%4 MLQ( X]N:Z:WL;J-)(1IE@DW$T-P]E:EX8Y M$1?MDOE!7"J?E^RXSC(Z=..>P!ROA/3M.LI+G2[B.TNK=+);E[M4QP7)"NQ9 MAG:=RD$8 []1CWV@6UIX8O+]@87N[A)X8?,*@1>._!)[8)=6%U=0QP2:9821H%VH\[%%(&,*I MM" .!C\J %M;ZPO;..Q:Y4,UBCG9)L<)PA<,I&,'CKUKB+6TTW4_#^G6;W= MO%)!W3V-0_V"^W9_8FE;/LOK]/H.E '*:!;6FD:G9N3#>-<7 M-UY-U'(PN 6#!_-C*X;J1G/KQ3]6M--O?$4*V+".6"Z-Q>7#38Q@C]TN6W$Y M4@@#"Y^N.BTW0;G2KNXO(-.LQ+.V78WDI(R22%_T3Y02><=<8Y8F1;AEEW'^,.+/<&SR#G.>: .2^)FK?VY;+Y"2-9QQB5)TC9H9)3)Y. MTOC"A%WCDY)(&/6CXABG6YAN[0A[RZOC<0D2/]K2,Q#$+Q!>%7H#OZ<8]._M M=+N[6Q33QIMBT"J!Y;WYL;N.18T_LJ1KMLM@,9]BEASSO..>PJ'5[R"#7C?-M M\I-9C5I=Q^UYCC *!=W,'N%R1QD\9[2\\.37B/&VEV*B25))-EW)'YA5MV'* MV@W#/.#WJV=.NS/]I.DZ=YO_ #T^T-YGW=OWOL>?N\=>G% '#:=::?IKSZ7. MMG/&UE"_VF-GA+'SU*QR/^\QN8#[HZ <=<;/@.^LM)^WV<\D:>9J;1QJC,T) M,@ $<;8!..A.!VK=CTB>&.2%-'TQ4DV^8@F(5]IRNY19X.#R,]*=%IMU J+' MI.FJ$D\Q L[*%?@;P!9\-QU'- '!7OAS3=;U"_:!H[*VM@MLK[6P]PS$'H>1 MU'7^[PG MF.5R\D?GMY;-D'<1]DPQ) Y(["IM.@O=/7RHM/LH(\YQ#.X&20"=HMD'2@#Q MSXH?\C'>_P#;O_Z(CKU+X:,$\-V;$\ 7!/T\^2O*_B7N;Q#>;P W^CY .X?Z MB/O@?RKTWX=RW0\/67D11L,3??E:,\3R>D34 <]X?%EI.JV39CNY+BXO##=Q M3-O;<,$3QE>3DGY@?P.*]3KG-,\/+I=Q/=0V-LLDLA;=YS$C(Y"GR 5![@9K M7\R]_P">,7_?]O\ XS0!Q7QAM8)--29I&$B2*$3S,*03\QV="1ZUD^*K"XAU M WEK+;SSSZC;?9F6=VG0!6_=[ " A/4ANGUX] OM+&IE6NK"SF*C ,C>80/0 M%H#BH[70XK&19H-,L8W7.'3",,C!PRP C(.* .<\71:=XLDMY8;ZUS9&YW1S M!FC?A-P.UE.%(&=N>OY\?-=Q:I!JU[>1B*XBM].-HI/S1J<$!!Z8*GGG!^M> MH2:#!-P^E6#*"SJY++D+D]Q7::=X5MM,M?LB:?:LA(+ M>8_F%R"6&XM!\VTL=N>@Z5:;0XGB6 Z98F-6+*AP4!/4A?(P"?6@#G;"ZM=4 M\,0:=-=K%+-9* 92-P7S?+5B"WW2WR@Y]NO%,#V./>@"SIWR6R=OO>PZGV'\J\^T>"UT;5+>6X MDCO'GN[AHKN"B&/_1X<$-DB8X^][(?4^OX M54T[PQ#I5W->P6=N)96R3YI^7@YV?N?E!SSCKWH \\U#6M1.J37[P7,,LMC= M*L;PR#RD52$8#;D]RQ V@MS@9JY:6>FV]XMK 8&MYM(M)9%EF\J)IUF!3?(B ML0<9.W'S=^N:]&DL7GF6YDLK5I54JLC/F0*005#&#('S'C/<^M5UT"!(WB72 M[$(Y4LHVA6*YVDCR,'&3C- ')^&M;>S\*R1I <\^M3)HT2Q/"NEV:1R$%T!55)4Y7<%AP<=J M /+Q&TMU)I\;)]DM[O4I(EG9C;R; N(]JNN=O4$'^+ZUW$]S8^(_#L=D+F"S MDEBMOW;R*2A++*J[&8$AE7*YZ@YZ5LOH<,T:Q/I=D4C+>6IVE5W8+%1Y)QD] M<#FGS:/'('+:;9N6" Y*G<$ " Y@Y"@#&>F.* //[.>PU6XMM.NHHH+6*YU% M&:-]EK+(BQA77<[$$ Y )QR",\BNT\(R22^&;=I"6;[(_P!XDG W;>OMBK,N MAPRP);-IMF8DR50L-BDGD@>3P3GJ.M6,S16[1FVCBB6(KM27E5 (PJB,#IT' M':@#YYTG_C\MO^OB+_T,5[_XRMWOM,FMHKI+9YBL:O(^Q6)8?N\]?F&1QS[5 MX!I7%Y;_ /7>+_T(5[_KEO/JMO/:2V:RQR(5R)DSS]U@'0A67KSP#C&: ,OP M');Q3:C9PP/;O#/&9(O,62!2RD9CP 0#L)((]/H*/Q/C6'[!<^:R.+^% HD( M380Q9MG'.5 )]![UOZ78R:!;FWLM/157'W9E#.0 -Q)09) Y)IEUI_\ :>?5%*,)3YB6NUB\;1,H M4*J9R=_T'IJ^.YM)O[!;B-(KR>9A;6I5A(-['MM)''?WP.XK6MM#AL7:6#2; M5&8%2595.#E2/]7T8?0G//.11::2BB(#2;:,0.6BRZ':S$%F7"-AOE!S[#TH M Y4Z;;Z%J=C<,\-XSSV=H@64F:$Q1>2S !L$;ERV0,'CGFNUU]$D%IO.!]NA MXY.[J,8 /'KG].HKPZ+&+K[8-+M4F)+>9Y@#;CU/RQ'DYY-&LR7;O:JT:J!= MPL&$WRLP) 0@H#[_ %'&3P0!OC2R%YIGV59X;G M3%4/AW+9M%>Q6L#0E+R02*9%EC#=,1L N4&../Q-:FM6$NMVTEI3?YC+)R9(M MK ;MR]<'J!UZ]W>:?_:CYNM.M92@PK2LLG!Y(!,+$#UZ<_G42:/&CP2KI=HK MH %.5W1CE@,B(XP?[O0GC@D@ R/'%SH]Y:"6607$A$L-O"DJLK3-A?NJ<90E M22?NCW/,)T_[#J/AQ9[AI9/*D0E9&\@^7;D@J,]6..3]['([5KVOA2VMH5A; M3[68*7(:9_-D)=BS$LT!/4TKZ#:E3G1[+$? &V-N/O9 $).,D\8SWQZ@&3I, M:6'BZ_'FMC^SU9FE?<<[E/!/157M63\0-7FU&X@""86D,ENZ2QI(8IG=D.1( MF5(120,'.XG%=BGARU0[ETG3P?4!0?3_ )]ZM/IYD@6W:QM#$N-L9?,8QTPO MD8&.W% 'GD&J!]<-W=QQ3&36%MXDD\Q+J)./*D5&/RJ 1N4IUX.":] U]E#6 M.[)S?Q 9ZE'Z@=<#)Y],]0*7^RQ]H^U_P!GV?G9SYN[][G&W._R,]..O2J^ MMS70-H'ABYO8@,3/RVUB/^60]* *_CZQ&I6$=O\ :HH"UU%A9F*Q2D9(B;'. M"<'CTK%5;*[\,ZM!$# D$MVNU;CS(MZ#S L;X7,;$C P._&:Z;6M-DUNU>WN MK6*1&QQYS;@>Q!,7!'K3ET@+:I9FPM6A7&(V?: ."GL4O? M#UA=S20O#!I\R>5).8\2=G7"2;F X"X!&>M8^I7^H7O]F3WD-TGV>6QBB!AD M*R?+NDDW$?-(Y"[0.H'XUZ>?#=J5"_V388!) PN 3@$X^S]\#\JNW5M->JJS MVENX5PZ[I6;:PSAQF'AAG@CF@#E_&4EAKR1RQ7=HYL_M3M%,2\;E4VE2$93P M2,?F,CBL'7)+6XM+#4(H8H95&G$_OV\Z%5;Y%CB9,%2"&SNSCDCO79VGA6VL M[=+(U6&W2-;-&N[N;D8<@LBL3VYWGGG//0BJOC46%Y,VM1S6 MERL5E$AMY0WS!I20RLK @D,0.,>OMV:63_OR;&U'GDB7YR/,&"/G_<#=U(YS MQZU1.BNVQCH^F[T("_O>%4#(PWV3(P>P% '%631SW=O?EB;Z3Q$(Y SD2+#M M8%-N1\H7;SR.@SVK;^-'_(&@_P"OZ/\ ]%2UNK:7K7)NSI5@)\G]Z;EO-^[L MSO%H6^[Q].*YOXN/[1Q_RH YWX+_\ (9G_ .O" M3_T;%77?$"T@NITEF>&46]I<2/:R2M$S(RD"2,A6PX9<#(Y]17&_"%I4U6Y, M"*[_ &"3"NYC4_O8NK*KD?\ ?)KT35M'N]<:!KO3K.3R'+(&NY&'(P00;0Y! MXR/84 :WAVXCO--M)8D9$:WBVJS%F VC +'D\=^]5O%B:?)ITO\ :9*VX*%\ M%AT8,H^7DY.!C!^G&:E$^L*,"SM /^OR7_Y$J&[BU'4(_*N-.L94R#MDNI'7 M(Z'#6A% 'G]MI-CJ5IYGG6]L&N9[R&TF^=3%Y00!@KJ06P"0"3C%:.JV]GXA MTG3(H;*W@O+Y46/$:9CC7YI''?:%!(^O'-=%_P (^VW;_8>E8SG'F\9]'06%N\4VGVDN^>69A+.\P,CY);<]OP>@X' _6TNGRRF/S=.LL1 >61(7* M8[*#;C:/H?PH \\T_5W36%NIX86EDU388I 7N((-@*NI#D!41CG"X&,D],6O MB)>3ZZGF)'*UE"L+PRHH:&621T4LY9EX5254 9W$Y(!KOELY3,]PUC:^:V 9 M!(3(5VXY8P ^V/3\JD6.Y>(1O:6VW &P3,4]<8, [^U 'F,5U'+XACG+9W:V MRD.J_;@S*$"G+$^0O 'IR!@UZ+KQ/VC2P#C_ (F//0=+:<]\#_/X59^S2^9Y MOV2VWYSN\P[L^N?)S5/5Q=2S6):.-2MZ&7;+(>?(E&#B+@%2>3QVH H?$"VM MKJ"T6:ZB@(NT=1.";>0JI)1\< 8[GCMWJSX'O8+RPD\B%85CNYT(C8M 6#[B M\1R1Y9SP!@9R ,50!7H$\,]S@2VMN^,XW2EL9Z]8:K MC3&CEGG6T@+S1K&^Z=R&51@)@Q$!?8#F@#S.Z,2S7,,#6PM6U"Y>W\UE:RRM MN1)QN !_>+Y>.,DXX%9$TT%W9.5,06.QM(C]HXN 1(68VR[AN'][IUQTR3[, MUI(L/E+96NU .P/D= .E &%XEU'2 M]3L1&TUNTD;RQJ+IF6-94C*OO'W2ZAN-W?E:X2ZA!T."[DFBEDDLHX8H9FS< MH4N&0/"H!.,#MC@GV_A^*V@-N+"V9#*9<23-*#(]6_&%U8>(+*W^Q0P7$]^YMX)FC0LBJ6\Q@7&X;><8Z$Y'OU>RY#,WV: M#+ !CYK9('3)\GG%-2">/9MM;<;-VS$A&W=UQ^YXSWQ0!Y_;6=CX:U:U6SFM M;HR7T<#P&%6N(=B>6SB0LS+M*YZ#/J:[7Q-Q]A.<'^TK;' 8G.X$ 8/8\GL, MG/%64M)(Y#*MG;!R22PD(8D]3GR_\\(O^_P!)_P#&:* +E+5>:\2 [6$AX_ABD]5?[7A_N3_>Q_Q[7' M7_OWT]^GO0-5AWE=LV< _P#'O/CG..=F.QH MH=PS@J?0XS^A--RP+%B,9&. M,$=N23SD_2J1UN .$V7&2Q7_ (]+G;V[^5C'/7..O/!IS:Q"H)*3X!P?]%N" M<^P$>3]0,4 7\_^?53XCM0 ?+NN?^G&\_\ MC- &K33TK,'B*U;/[NZZ9_X\;P?SA%)_PDMK_P \[O\ \ +S_P",T :*NS,P MVD8Q@DC!X[8)/Y@4KN$'?J!P">2<#I[UF_\ "2VO_/.[_P# "\_^,T?\)+:_ M\\[O_P +S_XS0!'XC,H_^L9X0JZE/C.6M MX2>.,!F'7C/7WQV/)%9FOZW!-;QJL=S_ ,?=DYS9W0 "7,;G.8NIVX ZY(XI M(=;A74IYRMQM:V@4 6-WORKRD[@(2<:IQ\PY8J.>I&<@> M_!R/KZ5G?\)+:_\ /.[_ / "]_\ C-._M^V*E]ESCG_ERN\\8[>5G^+^?H< M&GBC%9G_ D-MMW>7==_^7*[SQCMY6>X[>OH<.77;N.;.Z!_(Q _I0!HXIC2! M2%.V>O;--35X<(/+G'RC@6 MMQM'('7RAT/TXYQB@!GBO_D#:C_UX77_ **:M6N>\0ZK%=Z5?1JLP+V5P!OM M;A!\T9 R6C '49ST[U>77X&"'R[D;L8!L[K/)(Y_=\<@]>W/0C(!IX%&*S6U MZ $#9<\G'_'G=$=O^F7 Y')X_(TQ_$$&T.$N<9Z?8;LGOV\K(^I&* -:DK/_ M +G/3FFG78<9"7'3C-I=#L#_SR]Q^OH< &EBEK M)7Q):. 46X8$$@BTNBN!G/(BQV]:E_MN'GY+CABI_P!$N>W7_EER/<<'L: - M&D-9[:W H4E+CYE+#%I/8=*%UF$D@I/E1S_HUQCIV/E\_A5/0M5B:TC79- MD YS!.1]YA][9@GCL: -O%&*H)K4#G 2XS[VER!^9B I/[;@WE-EQD8S_HES MCGISY6/U^M &C153^THO[LW_ (#S?_$5&FL0N"0L^!ZVUPI_(QYH OT5036( M)#@)/^-K<#^<8J3^THO[LW_@/-_\10!9IU5/[2B_NS?^ \W_ ,136U")L?+- MP;_XB@#PWXH?\C'> M_P#;O_Z(CKU+X7_\BY9?]O'_ *425Y7\2W$OB&\89Y^S]05/^HC[$ _F*]+^ M&VH10:!91MOW8GX6*1^L\G=5(_S]: .SHQ5!MVNVB':S,#G&#%+GKC^YZ\?7BE76;=V*#S2< \03]/^ M^/ID>XSU&0#0I,52_MBWSM_>9]/(FS^6RF-KMH@!9G&^!-O* >3$_K_ M '3ZVOV2$J9#D$CB.0C\PI!_"D;7[-0&\PX)(_U N: -!CBA"'4,.X!Y!!Y]CR/QK/.O62XS(>?2.0^W9:4Z]9#=^\/R]<1R' M\L+_ "H N^8 P7G.">AQC/KC'X4^LX:_9,"?,; (_P"6<@Z^GR\_A2MKMF,D MRGY6P?D?KR1CCD<'IF@#0Q5:]!:&51@9BD&2<'' MIY4N?SV_IBG7>IVLT4L8D&2KKSD#.T]SQCWSCWH ^=M*_P"/VV_Z^(O_ $,5 M],G=G.1C'3'/YYKYFTLXO+..OW>@YZ M>HR 6\4M4H-3M&5564< #YRP/X[\'/UYJ1=1MG)Q*G!P?Q].>G- %RLO6W*&T"C.;V(=0,##$X M'4\#H/J?ES4IUFT R9?T;_"L[7+^%Q;,)$95OH21C+ E<[3DGYNA Z<]LT M;XIB*5)RQ.6SSCCVX _6JXU*V8K^^7Y@2.<9Q@'K]:8^KVJD@R#@=1DCH?0< M]/QXQS0!>I:IG4[89_?+P0#S]/TY'/2HFURS0 F4\XP CGL#T"Y'4?CD=0: M- 48JB-9M"H;S>N[^%@>!D\$9'MGKVJ,^(;(8_>'H#_JY.__ 'C\: -+%&* MSQKUFS;1*<\_P/CCKSMQ2?V_9$%O-. <'Y'SR"1VYX!Z4 :'^-96N,H>Q#-C M_3H\#.,Y1^,=^Y_#/:IO[>LQC,AY Z1R'^2\?C6;K&MVC?]^I?_B* -'%(2<_G6=_PD-E_ MST;_ +]2_P#Q- \0V)_Y:-_WZD_^(H T'0.,$G\"0?S%. K-_P"$AL?^>C?] M^I?_ (BE_P"$@LO^>C?]^I?_ (B@#1Q1@8QBJ,>LVTOW#(WTAF/\DIQU:%<9 M$HSZP3#_ -DH NUP'QH_Y T'_7]'_P"BI:[$:K%T*R@\\&"7./7[E<1\7;N* M[T:$KO\ ^/R(C,;H#F*7'+A?TS0!SGP7_P"0S/\ ]>$G_HV*O92<&O%O@_.M MOJ\[,&(^Q2#Y4:0_ZV+L@)KU:\OX04E^SSRNC$H%A<,,J5)&_8.A(Z]Z -:B MJ4>JQNH)CF&0.#!+D>W"D?K2_P!IQ?W9?KY$W_Q% %RBJ:ZI"P! EP1G_CWF M_P#B*#JD2C.V;_P'G/Z!* +84#.!UI:H/K,"#<4GP?2VN"> 6Z"//0?GQU(% M-?685)&V?/ XM;@CGCM&?7_/- %\\?AS21N)%##T^O\ *LXZ_;\82YYZ?Z'= M'J >?W7'![_3K3?^$DM?^>=W_P" %Y_\9H TO, 8+SG!/0XQGUQC\*S=:,BS M6&PXS>C/7IY$V>X[>N?SP0O_ DEK_SSN_\ P O/_C-9VL:] YM"(Y\"[C)W M6ETIQM?&T&'+-G'R^G- '24R*59<@!N#@Y5E_+(Y_"L[_A);7_GG=_\ @!>_ M_&:/^$CMNOEW>/\ KQN__C- &KBCBLE?$5OL5C%=KD X-E=DCKP<1'GC_(H_ MX22VY_=W7_@!>?\ QD4 :])66WB*V3(,=UP2.+*[/3W$7Z]*63Q#;QDYCNNI M'%E=MTQGI%^1Z4 :E)64?$5L!GR[KKC_ (\;S/&.WDY_'%+_ ,)!;,2OEW7 M/_+E=XXSGGROR]>U &H.:,5F'Q%:H=ICNOPL;LC\Q#BD'B2U)QY=U_X W@_7 MR: -3%8?BJ,2K8C:&/\ :=H1D9QM8G/48P!GK[8/0VO[>MR3A+G@@?\ 'G=# MKDCK%[=>GZ5C^(M62\6T6&.?RZ"@#J([.YU'3[BUM3&KS1M%F4L$"N-K'Y&=2-WI5A?JAM["%IMT>\QO)NVQJ2X&67&[IQGGJ* -NP\3S+JD>C74 M+>;]F$AFX".0HW%4&<#.X=>U5++Q'J>H7NH264(NK>*=((EWQPJ&1216:Y=P6D9I!EE!'?G:6ZX QUH ED\?,MGIUXMC)Y=Y+'&6,B*$9 MF92,?>8_(2#M (QSGBNGNYY;>%WBB:5@,JBE5+'TW.5 _$_F>*XZ_P#"&K7E MK962/9Q16DD/<%&"?NX/))))[UNG0#:+<3V9Q=31@,TLL\D62<#/)';_ !J'3?".I:?>RZ@LMJDK0; D,3Q0.Q;)>1 ?F.">A'./>J5MX1U& MV%EI=R(I;5KR2XF>,.N-H+"-MS* K6]N3NXU'3\8!(S]JCZXZ#![]\=\5+ F MW5IW];6 (;VP>#3[-E^TM")C+(\<*.J, R)O!4N^#Q_ M".-]*O]8D@MH(()8IDD1FEBWF X_UJ MON4J2,8QGD5T>CV)TRRM[4N7,4*1[CWVKM_I0!=HHIN<4 97B76G\/V4EZL# M3^6.5#K& .[$GM] 3[=:R-7\>-II81VOF>79QW,I:41!4<@ +E"7;GL .V<\ M5I^*M)NM;L)+.V>-/-^5S(K-\G/W=I&&SCKQUK#U3PAJ.KVT%G,+#"Q+$TX@ M=IU1=N/+W<*2 <\_2@#I9M0NI+=)[.W6;?L*AI?)^5@#N)V-@\GC!KD1\47* M1M]BC!D:8*7O$CB(C*J6$C1\Y)XX[5NW>E:E)87=A%-"@=$BMC\VY8L*C[N/ MO8) (XS@\51U/PKJ"V$>DZ>UI]E^SB)Q.CF16);?*FW(W'.1GHW>@#5\0AFT M34)'X9].G+ ,64?N6Z#)'XCK6E>3BQMY9WWL(T>0A1ER%RVT 8R>P]>]8^J: M:FD>'+NU1V81Z9,@+$DG; 5[DXZ=!6WH%97@[P]=PW\NJ7,4=LSQM$T,*M&CD/D3%22!N'8?7US*= M$UZ753?S/9R"(2"W5C*/+5P01A5'S,, L2>!P.> #1L/$5SJ,5V\=B_F6]UY M'E&6/)("L6+?<& W0%C^E1Z)XSAU6QN[R2)HOLAD\Y0=_P#JU+':V%W<#VJC M:Z+XBMHM0\N6SCENIFE#*9&"%D5>"4!X"]P>><=J;H.F:IH/D:?%;VXB(GDE M=2\BLWEX&]W"DNSX)PH^48% #(?B?;"&66YMWAQ:BXB&]7\Q#((E'&"K%^V# MQSG%7+?QC062RB-Y RQ7<4@ 0;LEAW..% .?<8)PY_A?)JJ7,ES]E@ MF942$6L;) NU@2Y4C.YNAJ>3P3JX@N52XA5KV=I+E%:1(RN"0B,%R-Y.)#M& M1Q[$ Z&#Q;:OHW]LNKI%Y3,5; ;(8ICKW;@'OQ69%\0?M"0B.V626XD9;>.. MYB0@K MEBK(>2C#!*Y''0@CV(J?0E"V<04@_>Y YW'/ R*J^%-$?0+!;>5]\C.\DC MG:7=LMMSCC\/>IO#V]M.BR0"0^, %VQP,=J ,3P]XMN_$6H,\,'^A -'NW M)YBR*<[W4MN"L. ,9J[J'BUM+O(+>XLY%2>Z$$I7VM_:;J&*W-I*V^XB1HC=A\E1CH0!C<23SQSVEU+0M:;57U686US';K(;: M+,N]%ZY6-4PTI QRW7D=!@ V=>\5?V->6]HL2N94+;GGC@4 ,%P"_P!YB2,* M.>_:H'\7,^I2:;' -Z,@;,\:2$LBR?)$PW. I.2!VS[C-OM)\0>)]-AM[K[( MGG1CSPZ-YD9\TME,!EW>7@8.,'.#Z)=^"]3OIK57DM1%:S"2.8!_M3"-0(5< MXYQ@;CNYZCF@#1\*>,CXL+&*)(40D_-,DDI .#F,;2F<\'D<5/#XOCN=3ETY M(UW1RA"6GC5C\NXE8R=S >WXU@7.C:YI4S:HD=M]I,$5I'':I(T6&F#/+(& M.!TX!QP3P*OZQX7U+6KR)Y6M5BANO.CE176Z;:I\I6P,8#8!VL,@9�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end XML 17 R45.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Valuation and Qualifying Accounts (Tables)
 12 Months Ended
Dec. 31, 2019
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets
The table below sets forth the changes in the carrying amount of our allowances for doubtful accounts and unbilled services and valuation allowance for deferred tax assets for the years ended December 31, 2019, 2018, and 2017.
 
Beginning
balance
 
Additions (1)
 
Deductions
 
Ending
balance
Year ended December 31, 2017:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
21,259

 
43,888

 
40,648

 
$
24,499

Valuation allowance for deferred tax assets
$
626

 
793

 
172

 
$
1,247

Year ended December 31, 2018:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
24,499

 
49,390

 
51,648

 
$
22,241

Valuation allowance for deferred tax assets
$
1,247

 
2,314

 
418

 
$
3,143

Year ended December 31, 2019:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
22,241

 
69,979

 
73,552

 
$
18,668

Valuation allowance for deferred tax assets
$
3,143

 
1

 
2,128

 
$
1,016

(1)
Additions to allowances for doubtful accounts and unbilled services are charged to revenues to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, the provision is charged to operating expenses. Additions also include allowances acquired in business acquisitions, which were not material in any period presented.
XML 18 R41.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Other Comprehensive Income (Loss) (Tables)
 12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Components of Accumulated Other Comprehensive Loss, Net of Tax
The table below sets forth the components of accumulated other comprehensive income (loss), net of tax for the years ended December 31, 2019, 2018, and 2017. 
 
Foreign
Currency
Translation
 
Available-for-
Sale 
Investments
 
Cash Flow
Hedges (1)
 
Total
Balance as of December 31, 2016
$
(453
)
 
$
4,088

 
$
(20
)
 
$
3,615

Foreign currency translation adjustment, net of tax of $0
1,602

 
—

 
—

 
1,602

Unrealized gain on investments:
 
 

 
 
 

        Change in fair value, net of tax of $(998)
—

 
4,231

 
—

 
4,231

        Reclassification adjustment into retained earnings (2)
—

 
493

 
—

 
493

Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(106)
—

 
—

 
366

 
366

Reclassification adjustment into earnings, net of tax of $(46)
—

 
—

 
69

 
69

Reclassification adjustment into retained earnings (2)
—

 
—

 
(6
)
 
(6
)
Balance as of December 31, 2017
1,149

 
8,812

 
409

 
10,370

Foreign currency translation adjustment, net of tax of $0
(1,814
)
 
—

 
—

 
(1,814
)
Unrealized gain on investments:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(2,753)
—

 
7,772

 
—

 
7,772

Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(63)
—

 
—

 
197

 
197

Reclassification adjustment into earnings, net of tax of $(10)
—

 
—

 
(30
)
 
(30
)
Balance as of December 31, 2018
(665
)
 
16,584

 
576

 
16,495

Foreign currency translation adjustment, net of tax of $0
99

 
—

 
—

 
99

Unrealized gain (loss) on investments:
 
 
 
 
 
 
 
Change in fair value, net of tax of $185
—

 
(702
)
 
—

 
(702
)
Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $295
—

 
—

 
(819
)
 
(819
)
Reclassification adjustment into earnings, net of tax of $48
—

 
—

 
(137
)
 
(137
)
Balance as of December 31, 2019
$
(566
)
 
$
15,882

 
$
(380
)
 
$
14,936

(1)
The before tax amounts reclassified from accumulated other comprehensive income (loss) related to our cash flow hedges are recorded to interest expense, net of interest income.
(2)
Upon adoption of ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, we reclassified $0.5 million of stranded tax effects, which resulted from the enactment of the 2017 Tax Reform, from accumulated other comprehensive income to retained earnings.
XML 19 R49.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions - Additional Information (Detail) - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Mar. 01, 2017
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Business Acquisition [Line Items]                        
Effective date of acquisition Mar. 01, 2017                      
Outstanding stock from the existing shareholders 100.00%                      
Contingent consideration related to business acquisitions   $ 0       $ 212       $ 0 $ 212 $ 15,489
Total revenues and reimbursable expenses   255,199 $ 242,925 $ 244,288 $ 223,062 228,680 $ 219,744 $ 218,277 $ 211,298 965,474 877,999 807,745
Operating income (loss)   $ 18,499 $ 20,576 $ 17,875 $ 6,756 $ 17,075 $ 13,561 $ 19,138 $ 2,322 63,706 52,096 (207,456)
Amortization of Intangible Assets                   $ 17,800 $ 24,000 35,000
Innosight Holdings, LLC [Member]                        
Business Acquisition [Line Items]                        
Acquisition date fair value of the consideration $ 113,607                      
Borrowings under credit facility $ 89,000                      
Common stock issued 221,558                      
Acquisition date fair value $ 9,560                      
Share Price $ 43.15                      
Contingent consideration related to business acquisitions $ 12,050                      
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High $ 35,000                      
Weighted-average amortization period 5 years 7 months 6 days                      
Goodwill expected to be deductible for income tax purpose $ 87,400                      
Total revenues and reimbursable expenses                       34,300
Operating income (loss)                       (900)
Amortization of Intangible Assets                       3,400
Expenses incurred                       1,700
Pro Forma Adjustments, Additional Expense                       $ 600
XML 20 R62.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Leases Leases Additional Information (Details) - USD ($)
$ in Thousands
 3 Months Ended 9 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Lessee, Lease, Description [Line Items]          
Operating Lease, Impairment Loss     $ 800    
Lease, Cost     $ 13,223    
Operating Leases, Rent Expense, Net       $ 15,100 $ 14,300
Operating Leases, Future Minimum Payments Receivable       $ 10,200  
Gain (Loss) on Termination of Lease $ 800        
Lessee, Operating Lease, Description Among other items, this amendment i) extends the term of the lease from September 30, 2024 to September 30, 2029; ii) provides a renewal option to extend the lease for an additional five year period to September 30, 2034; iii) terminates the lease with respect to certain leased spaces previously vacated; iv) provides abatement of certain future base rent payments and our pro rata share of operating expenses and taxes; and v) provides a one-time cash payment from the lessor as an incentive.        
Minimum [Member]          
Lessee, Lease, Description [Line Items]          
Lessee, Operating Lease, Renewal Term 1 year   1 year    
Maximum [Member]          
Lessee, Lease, Description [Line Items]          
Lessee, Operating Lease, Renewal Term 10 years   10 years    
Operating lease right-of-use asset [Member]          
Lessee, Lease, Description [Line Items]          
Operating Lease, Impairment Loss     $ 600    
Leasehold Improvements [Member]          
Lessee, Lease, Description [Line Items]          
Operating Lease, Impairment Loss   $ 200      
Restructuring Charges [Member]          
Lessee, Lease, Description [Line Items]          
Lease, Cost     400    
Gain (Loss) on Termination of Lease $ 400        
Discontinued operations [Member] | Huron Legal [Member]          
Lessee, Lease, Description [Line Items]          
Lease, Cost     $ 300    
XML 21 report.css IDEA: XBRL DOCUMENT /* Updated 2009-11-04 */ /* v2.2.0.24 */ /* DefRef Styles */ ..report table.authRefData{ background-color: #def; border: 2px solid #2F4497; font-size: 1em; position: absolute; } ..report table.authRefData a { display: block; font-weight: bold; } ..report table.authRefData p { margin-top: 0px; } ..report table.authRefData .hide { background-color: #2F4497; padding: 1px 3px 0px 0px; text-align: right; } ..report table.authRefData .hide a:hover { background-color: #2F4497; } ..report table.authRefData .body { height: 150px; overflow: auto; width: 400px; } ..report table.authRefData table{ font-size: 1em; } /* Report Styles */ ..pl a, .pl a:visited { color: black; text-decoration: none; } /* table */ ..report { background-color: white; border: 2px solid #acf; clear: both; color: black; font: normal 8pt Helvetica, Arial, san-serif; margin-bottom: 2em; } ..report hr { border: 1px solid #acf; } /* Top labels */ ..report th { background-color: #acf; color: black; font-weight: bold; text-align: center; } ..report th.void { background-color: transparent; color: #000000; font: bold 10pt Helvetica, Arial, san-serif; text-align: left; } ..report .pl { text-align: left; vertical-align: top; white-space: normal; width: 200px; white-space: normal; /* word-wrap: break-word; */ } ..report td.pl a.a { cursor: pointer; display: block; width: 200px; overflow: hidden; } ..report td.pl div.a { width: 200px; } ..report td.pl a:hover { background-color: #ffc; } /* Header rows... */ ..report tr.rh { background-color: #acf; color: black; font-weight: bold; } /* Calendars... */ ..report .rc { background-color: #f0f0f0; } /* Even rows... */ ..report .re, .report .reu { background-color: #def; } ..report .reu td { border-bottom: 1px solid black; } /* Odd rows... */ ..report .ro, .report .rou { background-color: white; } ..report .rou td { border-bottom: 1px solid black; } ..report .rou table td, .report .reu table td { border-bottom: 0px solid black; } /* styles for footnote marker */ ..report .fn { white-space: nowrap; } /* styles for numeric types */ ..report .num, .report .nump { text-align: right; white-space: nowrap; } ..report .nump { padding-left: 2em; } ..report .nump { padding: 0px 0.4em 0px 2em; } /* styles for text types */ ..report .text { text-align: left; white-space: normal; } ..report .text .big { margin-bottom: 1em; width: 17em; } ..report .text .more { display: none; } ..report .text .note { font-style: italic; font-weight: bold; } ..report .text .small { width: 10em; } ..report sup { font-style: italic; } ..report .outerFootnotes { font-size: 1em; } XML 22 R92.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes - Income Tax Expense for Continuing Operations (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Current:      
Federal $ 125 $ (1,611) $ (635)
State 2,014 286 545
Foreign (422) 1,885 2,040
Total current 1,717 560 1,950
Deferred:      
Federal 7,467 9,742 (46,103)
State 1,610 2,008 (6,576)
Foreign (282) (1,033) (1,270)
Total deferred 8,795 10,717 (53,949)
Income tax expense for continuing operations $ 10,512 $ 11,277 $ (51,999)
XML 23 R96.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes - Net Deferred Tax Liabilities for Continuing Operations (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Deferred tax assets:    
Deferred tax asset, operating lease liabilities $ 20,541  
Accrued payroll and other liabilities 12,289 $ 6,737
Share-based compensation 6,970 6,150
Tax credits 465 3,548
Net operating loss carry-forwards 280 2,247
Deferred lease incentives 0 4,100
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Restructuring Charges 0 639
Deferred Tax Assets, Other 1,451 1,466
Total deferred tax assets 41,996 24,887
Valuation allowance (1,016) (3,143)
Net deferred tax assets 40,980 21,744
Deferred tax liabilities:    
Intangibles and goodwill (16,421) (6,665)
Deferred Tax Liabilities, Leasing Arrangements (14,675)  
Deferred Tax Liabilities, Investments (5,608) (5,934)
Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs (4,496) (1,655)
Property and equipment (4,039) (3,604)
Prepaid expenses (2,183) (1,794)
Other (483) (671)
Total deferred tax liabilities (47,905) (20,323)
Deferred Tax Liabilities, Net $ (6,925)  
Deferred Tax Assets, Net   $ 1,421
XML 24 R66.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Financing Arrangements Financing Arrangements - Summary of Debt Maturities (Details)
$ in Thousands
Dec. 31, 2019
USD ($)
Debt Disclosure [Abstract]  
Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months $ 529
Long-term Debt, Maturities, Repayments of Principal in Year Two 544
Long-term Debt, Maturities, Repayments of Principal in Year Three 559
Long-term Debt, Maturities, Repayments of Principal in Year Four 575
Long-term Debt, Maturities, Repayments of Principal in Year Five $ 206,646
XML 25 R2.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Balance Sheets - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Current assets:        
Cash and cash equivalents $ 11,604 $ 33,107 $ 16,909 $ 17,027
Receivables from clients, net 116,571 109,677    
Costs in Excess of Billings, Current 79,937 69,613    
Income tax receivable 2,376 6,612    
Prepaid Expense and Other Assets, Current 14,248 13,922    
Total current assets 224,736 232,931    
Property and equipment, net 38,413 40,374    
Deferred Tax Assets, Net, Noncurrent 1,145 2,153    
Long-term investments 54,541 50,429    
Operating Lease, Right-of-Use Asset 54,954 0    
Other non-current assets 52,177 30,525    
Intangible assets, net 31,625 47,857    
Goodwill 646,680 645,263 645,750  
Total assets 1,104,271 1,049,532 1,036,928  
Current liabilities:        
Accounts payable 7,944 10,020    
Accrued expenses and other current liabilities 18,554 17,207    
Accrued payroll and related benefits 141,605 109,825    
Business Combination, Contingent Consideration, Liability, Current 0 9,991    
Long-term Debt, Current Maturities 529 243,132    
Operating Lease, Liability, Current 7,469 0    
Deferred revenues 28,443 28,130    
Total current liabilities 204,544 418,305    
Non-current liabilities:        
Deferred compensation and other liabilities 28,635 20,875    
Business Combination, Contingent Consideration, Liability, Noncurrent 0 1,450    
Long-term debt, net of current portion 208,324 53,853    
Operating Lease, Liability, Noncurrent 69,233 0    
Deferred lease incentives 0 13,693    
Deferred income taxes, net 8,070 732    
Total non-current liabilities 314,262 90,603    
Commitments and contingencies    
Stockholders’ equity        
Common Stock, Value, Issued 247 244    
Treasury Stock, Value 128,348 124,794    
Additional paid-in capital 460,781 452,573    
Retained earnings 237,849 196,106    
Accumulated other comprehensive income 14,936 16,495 10,370 3,615
Total stockholders’ equity 585,465 540,624 $ 503,316 $ 648,033
Total liabilities and stockholders’ equity $ 1,104,271 $ 1,049,532    
XML 26 R6.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Statements of Cash Flows
$ in Thousands
 12 Months Ended
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Cash flows from operating activities:      
Net income $ 41,743 $ 13,646 $ (170,117)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:      
Depreciation and amortization 34,405 39,311 50,089
Noncash Operating Lease Expense 8,397 0 0
Share-based compensation 24,213 18,818 14,838
Amortization of debt discount and issuance costs 8,264 10,313 10,203
Goodwill, Impairment Loss 0 0 253,093
Accounts Receivable, Credit Loss Expense (Reversal) 250 657 3,217
Deferred income taxes 8,795 10,717 (53,753)
Loss (gain) on sale of businesses 0 5,807 (931)
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability 1,506 (381) (1,111)
Other Noncash Expense 16 0 0
Changes in operating assets and liabilities, net of acquisitions and divestiture:      
(Increase) decrease in receivables from clients (10,123) (10,509) 1,650
(Increase) decrease in unbilled services (10,269) (11,094) (4,332)
(Increase) decrease in current income tax receivable / payable, net 4,442 (2,607) 210
(Increase) decrease in other assets (144) (1,361) (366)
Increase (decrease) in accounts payable and accrued liabilities (6,884) (8,212) 3,732
Increase (decrease) in accrued payroll and related benefits 30,339 35,481 (10,966)
Increase (decrease) in deferred revenues 282 310 2,117
Net cash provided by operating activities 132,220 101,658 99,795
Cash flows from investing activities:      
Purchases of property and equipment, net (13,240) (8,936) (24,402)
Investment in life insurance policies (4,703) (2,037) (1,826)
Proceeds from Life Insurance Policy 0 0 2,889
Purchases of businesses, net of cash acquired (2,500) (215) (106,915)
Payments to Acquire Investments (5,000) 0 0
Capitalization of internally developed software (10,312) (6,069) (1,370)
Proceeds from note receivable 0 1,040 1,177
Proceeds from Sale of Property, Plant, and Equipment 753 0 0
Proceeds from Divestiture of Businesses, Net of Cash Divested 0 (2,345) 1,499
Net cash used in investing activities (35,002) (18,562) (128,948)
Cash flows from financing activities:      
Proceeds from exercises of stock options 1,244 937 0
Shares redeemed for employee tax withholdings (5,382) (3,187) (4,846)
Share repurchases (12,985) 0 0
Proceeds from bank borrowings 347,000 204,300 277,500
Repayments of bank borrowings (192,515) (259,801) (240,745)
Repayments of Convertible Debt (250,000) 0 0
Payments for debt issuance costs (1,524) (1,385) (408)
Payment for Contingent Consideration Liability, Financing Activities 4,674 7,554 2,680
Net cash provided by (used in) financing activities (118,836) (66,690) 28,821
Effect of exchange rate changes on cash 115 (208) 214
Net increase (decrease) in cash and cash equivalents (21,503) 16,198 (118)
Cash and cash equivalents at beginning of the period 33,107 16,909 17,027
Cash and cash equivalents at end of the period 11,604 33,107 16,909
Non-cash investing and financing activities:      
Property and equipment expenditures and capitalized software included in accounts payable and accrued expenses 2,600 2,358 1,567
Notes Assumed 0 0 5,113
Contingent consideration related to business acquisitions 0 212 15,489
Share Repurchases Initiated but not yet Settled 1,234 0 0
Common stock issued related to business acquisition 0 0 9,560
Cash paid during the year for:      
Interest 7,971 8,887 9,068
Income taxes $ 1,429 $ 3,349 $ 5,399
XML 27 R28.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Significant Accounting Policies (Policies)
 12 Months Ended
Dec. 31, 2019
Accounting Policies [Abstract]  
Basis of Presentation and Principles of Consolidation The consolidated financial statements include the accounts of Huron Consulting Group Inc. and its subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated in consolidation.
Use of Estimates
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and accompanying disclosures. Actual results may differ from these estimates and assumptions.
Revenue Recognition
Revenue Recognition
We generate substantially all of our revenues from providing professional services to our clients. We also generate revenues from software licenses; software support and maintenance and subscriptions to our cloud-based analytic tools and solutions; speaking engagements; conferences; and publications. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, we allocate the total transaction price to each performance obligation based on its relative standalone selling price, which is determined based on our overall pricing objectives, taking into consideration market conditions and other factors.
Revenue is recognized when control of the goods and services provided are transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when we satisfy the performance obligations.
We typically satisfy our performance obligations for professional services over time as the related services are provided. The performance obligations related to software support and maintenance and subscriptions to our cloud-based analytic tools and solutions are typically satisfied evenly over the course of the service period. Other performance obligations, such as certain software licenses, speaking engagements, conferences, and publications, are satisfied at a point in time.

We generate our revenues under four types of billing arrangements: fixed-fee (including software license revenue); time-and-expense; performance-based; and software support, maintenance and subscriptions.
In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Culture and Organizational Excellence solution include fixed-fee partner contracts with multiple performance obligations, which primarily consist of coaching services, as well as speaking engagements, conferences, publications and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts, including speaking engagements, conferences and publications, are recognized at the time the goods or services are provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable.
We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract. License revenue from our research administration and compliance software is generally recognized in the month in which the software is delivered.
Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publications purchased by our clients outside of Partner Contracts within our Culture and Organizational Excellence solution. We recognize revenues under time-and-expense arrangements as the related services or publications are provided, using the right to invoice practical expedient which allows us to recognize revenue in the amount that we have a right to invoice based on the number of hours worked and the agreed upon hourly rates or the value of the speaking engagements, conferences or publications purchased by our clients.
In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We enter into performance-based engagements in essentially two forms. First, we generally earn fees that are directly related to the savings formally acknowledged by the client as a result of adopting our recommendations for improving operational and cost effectiveness in the areas we review. Second, we have performance-based engagements in which we earn a success fee when and if certain predefined outcomes occur. We recognize revenue under performance-based billing arrangements using the following steps: 1) estimate variable consideration using a probability-weighted assessment of the fees to be earned, 2) apply a constraint to the estimated variable consideration to limit the amount that could be reversed when the uncertainty is resolved (the “constraint”), and 3) recognize revenue of estimated variable consideration, net of the constraint, based on work completed to-date versus our estimates of the total services to be provided under the engagement.
Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. Software support, maintenance and subscription revenues are recognized ratably over the support or subscription period. These fees are generally billed in advance and included in deferred revenues until recognized.
Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts.
Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses. Under fixed-fee billing arrangements, we estimate the total amount of reimbursable expenses to be incurred over the course of the engagement and recognize the estimated amount as revenue using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Under time-and-expense billing arrangements we recognize reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. When billings do not specifically identify reimbursable expenses, we allocate the portion of the billings equivalent to these expenses to reimbursable expenses.
The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Revenues recognized, but for which we are not yet entitled to bill because certain events, such as the completion of the measurement period or client approval, must occur, are recorded as contract assets
and included within unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable engagement agreement.
Commissions Expense, Policy [Policy Text Block]
Capitalized Sales Commissions
Sales commissions earned by our sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions with an expected amortization period greater than one year are deferred and amortized on a straight-line basis over the period of the associated contract. We elected to apply the practical expedient to expense sales commissions as incurred when the expected amortization period is one year or less. Amortization expense is recorded to direct costs.
Allowances for Doubtful Accounts and Unbilled Services
Allowances for Doubtful Accounts and Unbilled Services
We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. These estimates may differ from actual results. If the financial condition of a client deteriorates in the future, impacting the client’s ability to make payments, an increase to our allowance might be required or our allowance may not be sufficient to cover actual write-offs.
We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses.
Direct Costs and Reimbursable Expenses
Direct Costs and Reimbursable Expenses
Direct costs and reimbursable expenses consist primarily of revenue-generating employee compensation and their related benefits and share-based compensation costs; as well as commissions, the cost of outside consultants or subcontractors assigned to revenue-generating activities, technology costs, other third-party costs directly attributable to our revenue-generating activities, and direct expenses to be reimbursed by clients. Direct costs and reimbursable expenses incurred on engagements are expensed in the period incurred.
Cash and Cash Equivalents
Cash and Cash Equivalents
We consider all highly liquid investments, including overnight investments and commercial paper, with original maturities of three months or less to be cash equivalents.
Concentrations of Credit Risk
Concentrations of Credit Risk
To the extent receivables from clients become delinquent, collection activities commence. No single client balance is considered large enough to pose a material credit risk. The allowances for doubtful accounts and unbilled services are based upon the expected ability to collect accounts receivable and bill and collect unbilled services. Management does not anticipate incurring losses on accounts receivable in excess of established allowances. See Note 19 “Segment Information” for concentration of accounts receivable and unbilled services.
We hold our cash in accounts at multiple third-party financial institutions. These deposits, at times, may exceed federally insured limits. We review the credit ratings of these financial institutions, regularly monitor the cash balances in these accounts, and adjust the balances as appropriate. However, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets.
Investments
Long-term Investments
Our long-term investments consist of our convertible debt investment in Shorelight Holdings, LLC ("Shorelight") and preferred stock investment in Medically Home Group, Inc. ("Medically Home").
We classified the convertible debt investment in Shorelight as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. The investment is carried at fair value with unrealized holding gains and losses reported in other comprehensive income. If the investment is in an unrealized loss position, we assess whether the investment is other-than-temporarily impaired. We consider impairments to be other-than-temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. We have not identified any other-than-temporary impairments for our convertible debt investment. In the event there are realized gains and losses or declines in value judged to be other-than-temporary, we will record the amount in earnings.
We classified the preferred stock investment in Medically Home as an equity security without a readily determinable value at the time of purchase and reevaluate such classification as of each balance sheet date. We elected the measurement alternative to value this equity security without a readily determinable fair value. Under the measurement alternative, the investment is recorded at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. Any unrealized holding gains and losses resulting from observable price changes are recorded in our consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment.
Property and Equipment
Property and Equipment
Property and equipment are recorded at cost, less accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the estimated useful lives of the assets. Software, computers, and related equipment are depreciated over an estimated useful life of two to four years. Furniture and fixtures are depreciated over five years. Aircraft are depreciated over ten years. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the initial term of the lease.
Deferred Lease Incentives
Leases
We determine if an arrangement contains a lease and the classification of such lease at inception. As of December 31, 2019, all of our material leases are classified as operating leases; we have not entered into any material finance leases. For all operating leases with an initial term greater than 12 months, we recognize an operating lease right-of-use ("ROU") asset and operating lease liability. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term.
Operating lease ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date and provided by the administrative agent for our senior secured credit facility in determining the present value of lease payments. Operating lease ROU assets exclude lease incentives. We elected the practical expedient to combine lease and nonlease components. Certain lease agreements contain variable lease payments that do not depend on an index or rate. These variable lease payments are not included in the calculation of the operating lease ROU asset and operating lease liability; instead, they are expensed as incurred. Our leases may contain options to extend or terminate the lease, and we include these terms in our calculation of the operating lease ROU asset and operating lease liability when it is reasonably certain that we will exercise the option.
Operating lease expense is recognized on a straight-line basis over the lease term and recorded within selling, general and administrative expenses on our consolidated statement of operations. In accordance with our accounting policy for impairment of long-lived assets, operating lease ROU assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. We evaluate the recoverability of the asset group based on forecasted undiscounted cash flows. See Note 5 "Leases" for additional information on our leases, including the lease impairment charges recorded in 2019.
Software Development Costs
Software Development Costs
We incur internal and external software development costs related to our cloud computing applications and software for internal use. We capitalize these software development costs incurred during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Once the project is substantially complete and ready for its intended use these costs are amortized on a straight-line basis over the technology's estimated useful life. Acquired technology assets are initially recorded at fair value and amortized on a straight-line basis over the estimated useful life.
Development costs related to software products that will be sold, leased, or otherwise marketed are expensed until technological feasibility has been established. Thereafter and until the software is available for general release to customers, these software development costs are capitalized and subsequently reported at the lower of unamortized cost or net realizable value. These capitalized development costs are
amortized in proportion to current and future revenue for each product with an annual minimum equal to the straight-line amortization over the remaining estimated economic life of the product. We did not capitalize any development costs for this type of software during 2019 or 2018.
We classify capitalized software development costs, which primarily relate to cloud computing applications and software for internal use, as other non-current assets on our consolidated balance sheet.
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]
Intangible Assets Other Than Goodwill
Identifiable intangible assets are amortized over their expected useful lives using a method that reflects the economic benefit expected to be derived from the assets or on a straight-line basis. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets
Long-lived assets, including property and equipment, right-of-use assets, and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a significant decline in forecasted operating results over an extended period of time. We evaluate the recoverability of long-lived assets based on forecasted undiscounted cash flows.
Goodwill
Goodwill
For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. We are required to test goodwill for impairment, at the reporting unit level, annually and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. We have six reporting units: Healthcare, Education, Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences. The Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences reporting units make up our Business Advisory operating segment. 
Business Combinations
Business Combinations
We use the acquisition method of accounting for business combinations. Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of tangible and intangible assets acquired and liabilities assumed. Contingent consideration, which is primarily based on the business achieving certain performance targets, is recognized at its fair value on the acquisition date, and changes in fair value are recognized in earnings until settled.
Income Taxes
Income Taxes
Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. We have elected to recognize the tax expense related to Global Intangible Low-Taxed Income ("GILTI") as a period expense in the period the tax is incurred. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets.
Share-Based Compensation
Share-Based Compensation
Share-based compensation cost is measured based on the grant date fair value of the respective awards. We generally recognize share-based compensation ratably using the straight-line attribution method; however, for those awards with performance criteria and graded vesting features, we use the graded vesting attribution method. It is our policy to account for forfeitures as they occur.
Sponsorship and Advertising Costs
Sponsorship and Advertising Costs
Sponsorship and advertising costs are expensed as incurred.
Debt Issuance Costs At issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using the effective interest method over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification. Refer to Note 7 “Financing Arrangements” for further information regarding the Convertible Notes.
Debt Issuance Costs
We amortize the costs we incur to obtain debt financing over the contractual life of the related debt using the effective interest method for non-revolving debt and the straight-line method for revolving debt. The amortization expense is included in interest expense, net of interest income in our statement of operations. Unamortized debt issuance costs attributable to our revolving credit facility are included as a component of other non-current assets. Unamortized debt issuance costs attributable to our Convertible Notes were recorded as a deduction from the carrying amount of the debt liability.
Foreign Currency
Foreign Currency
Assets and liabilities of foreign subsidiaries whose functional currency is not the United States Dollar (USD) are translated into the USD using the exchange rates in effect at period end. Revenue and expense items are translated using the average exchange rates for the period. Foreign currency translation adjustments are included in accumulated other comprehensive income, which is a component of stockholders’ equity.
Foreign currency transaction gains and losses are included in other income, net on the consolidated statement of operations.
Segment Reporting
Segment Reporting
Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under three operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education.
New Accounting Pronouncements
New Accounting Pronouncements
Recently Adopted
In March 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases, as a new Topic, ASC 842, which superseded ASC Topic 840, Leases, and sets forth the principles for the recognition, measurement, presentation, and disclosure of leases for lessees and lessors. ASU 2016-02 requires lessees to classify leases as either finance or operating leases and to record on the balance sheet a right-of-use asset and a lease liability, equal to the present value of the remaining lease payments, for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized using an effective interest rate method or on a straight-line basis over the term of the lease. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides an optional transition method that allows entities to initially apply ASC 842 at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the adoption date. We adopted ASC 842 effective January 1, 2019 on a modified retrospective basis for existing leases using the transition method allowed by ASU 2018-11, which had no impact on our consolidated financial statements in the prior periods presented. The new lease standard had a material impact on our consolidated balance sheet upon adoption but did not impact our consolidated statement of operations. The most significant impact to our consolidated balance sheet is the recognition of ROU assets and lease liabilities for operating leases. The impact of the new lease standard on our consolidated balance sheet upon adoption follows:
 
As of
December 31, 2018
 
ASC 842
Adjustment
 
As of
January 1, 2019
Assets
 
 
 
 
 
Operating lease right-of-use assets
$
—

 
$
56,463

 
$
56,463

 
 
 
 
 
 
Liabilities
 
 
 
 
 
Accrued expenses and other current liabilities
$
17,207

 
$
(2,557
)
 
$
14,650

Current maturities of operating lease liabilities
$
—

 
$
10,537

 
$
10,537

Deferred compensation and other liabilities
$
20,875

 
$
(536
)
 
$
20,339

Deferred lease incentives
$
13,693

 
$
(13,693
)
 
$
—

Operating lease liabilities, net of current portion
$
—

 
$
62,712

 
$
62,712


In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This update aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Capitalized implementation costs are amortized on a straight-line basis generally over the term of the service contract with the amortization recognized in the same financial statement line item as the fees related to the service contract. ASU 2018-15 is effective beginning January 1, 2020, with early adoption permitted. We adopted this ASU in the third quarter of 2019 on a prospective basis. In 2019, we capitalized an immaterial amount of implementation costs for cloud computing arrangements that are service contracts. The future impact of adoption of this ASU on our consolidated financial statements will depend on the magnitude of implementation costs we may incur to implement cloud computing arrangements that are service contracts.
Not Yet Adopted
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which modifies certain disclosure requirements related to fair value measurements. ASU 2018-13 will be effective for us beginning January 1, 2020. We do not expect this guidance to have an impact on the amounts reported on our consolidated financial statements, and we will update our disclosures within the notes to our consolidated financial statements as required by ASU 2018-13.
In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU 2019-12 simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740, Income Taxes, related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies other aspects of the accounting for franchise taxes and enacted changes in tax laws or tax rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 will be effective for us beginning January 1, 2021, with early adoption permitted. We are currently evaluating the potential impact this guidance will have on our consolidated financial statements.
Derivatives, Policy [Policy Text Block] We recognize all derivative instruments as either assets or liabilities at fair value on the balance sheet. We have designated this derivative instrument as a cash flow hedge. Therefore, changes in the fair value of the derivative instrument are recorded to other comprehensive income (“OCI”) to the extent effective and reclassified into interest expense upon settlement.
XML 28 R20.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Other Comprehensive Income (Loss)
 12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Other Comprehensive Income (Loss) Other Comprehensive Income (Loss)
The table below sets forth the components of accumulated other comprehensive income (loss), net of tax for the years ended December 31, 2019, 2018, and 2017. 
 
Foreign
Currency
Translation
 
Available-for-
Sale 
Investments
 
Cash Flow
Hedges (1)
 
Total
Balance as of December 31, 2016
$
(453
)
 
$
4,088

 
$
(20
)
 
$
3,615

Foreign currency translation adjustment, net of tax of $0
1,602

 
—

 
—

 
1,602

Unrealized gain on investments:
 
 

 
 
 

        Change in fair value, net of tax of $(998)
—

 
4,231

 
—

 
4,231

        Reclassification adjustment into retained earnings (2)
—

 
493

 
—

 
493

Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(106)
—

 
—

 
366

 
366

Reclassification adjustment into earnings, net of tax of $(46)
—

 
—

 
69

 
69

Reclassification adjustment into retained earnings (2)
—

 
—

 
(6
)
 
(6
)
Balance as of December 31, 2017
1,149

 
8,812

 
409

 
10,370

Foreign currency translation adjustment, net of tax of $0
(1,814
)
 
—

 
—

 
(1,814
)
Unrealized gain on investments:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(2,753)
—

 
7,772

 
—

 
7,772

Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $(63)
—

 
—

 
197

 
197

Reclassification adjustment into earnings, net of tax of $(10)
—

 
—

 
(30
)
 
(30
)
Balance as of December 31, 2018
(665
)
 
16,584

 
576

 
16,495

Foreign currency translation adjustment, net of tax of $0
99

 
—

 
—

 
99

Unrealized gain (loss) on investments:
 
 
 
 
 
 
 
Change in fair value, net of tax of $185
—

 
(702
)
 
—

 
(702
)
Unrealized gain (loss) on cash flow hedges:
 
 
 
 
 
 
 
Change in fair value, net of tax of $295
—

 
—

 
(819
)
 
(819
)
Reclassification adjustment into earnings, net of tax of $48
—

 
—

 
(137
)
 
(137
)
Balance as of December 31, 2019
$
(566
)
 
$
15,882

 
$
(380
)
 
$
14,936

(1)
The before tax amounts reclassified from accumulated other comprehensive income (loss) related to our cash flow hedges are recorded to interest expense, net of interest income.
(2)
Upon adoption of ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, we reclassified $0.5 million of stranded tax effects, which resulted from the enactment of the 2017 Tax Reform, from accumulated other comprehensive income to retained earnings.
XML 29 R24.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Commitments, Contingencies and Guarantees
 12 Months Ended
Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]  
Commitments, Contingencies and Guarantees Commitments, Contingencies and Guarantees
Lease Commitments
We lease office space, data centers and certain equipment under non-cancelable operating lease arrangements expiring on various dates through 2029, with various renewal options. Office facilities under operating leases include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of real estate taxes, insurance and operating expenses. See Note 5 "Leases" for additional information on our leases, including the remaining expected lease payments under our operating leases as of December 31, 2019.
Litigation
During the year ended December 31, 2019, we recorded a $0.4 million litigation loss accrual related to a legal claim that was subsequently settled during the first quarter of 2020. During the year ended December 31, 2018, we reached a settlement agreement related to Huron's claim in a class action lawsuit, resulting in a gain of $2.5 million. These items are recorded in litigation and other losses (gains), net on our consolidated statement of operations.
From time to time, we are involved in legal proceedings and litigation arising in the ordinary course of business. As of the date of this Annual Report on Form 10-K, we are not a party to any litigation or legal proceeding that, in the current opinion of management, could have a material adverse effect on our financial position or results of operations. However, due to the risks and uncertainties inherent in legal proceedings, actual results could differ from current expected results.
Guarantees
Guarantees in the form of letters of credit totaling $1.7 million and $1.6 million were outstanding at December 31, 2019 and 2018, respectively, primarily to support certain office lease obligations.
In connection with certain business acquisitions, we may be required to pay post-closing consideration to the sellers if specific financial performance targets are met over a number of years as specified in the related purchase agreements. As of December 31, 2019, the
estimated fair value of our outstanding contingent consideration liability was zero. As of December 31, 2018, the total estimated fair value of our contingent consideration liabilities was $11.4 million.
To the extent permitted by law, our bylaws and articles of incorporation require that we indemnify our officers and directors against judgments, fines and amounts paid in settlement, including attorneys’ fees, incurred in connection with civil or criminal action or proceedings, as it relates to their services to us if such person acted in good faith. Although there is no limit on the amount of indemnification, we may have recourse against our insurance carrier for certain payments made.
XML 30 R12.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Property and Equipment, Net
 12 Months Ended
Dec. 31, 2019
Property, Plant and Equipment [Abstract]  
Property and Equipment, Net Property and Equipment, Net
Depreciation expense for property and equipment was $13.0 million, $13.4 million, and $13.3 million for the years ended December 31, 2019, 2018, and 2017, respectively. Property and equipment, net at December 31, 2019 and 2018 consisted of the following: 
 
As of December 31,
 
2019
 
2018
Computers, related equipment, and software
$
50,251

 
$
53,116

Leasehold improvements
44,323

 
45,052

Furniture and fixtures
16,273

 
17,408

Aircraft
7,667

 
7,541

Assets under construction
250

 
250

Property and equipment
118,764

 
123,367

Accumulated depreciation and amortization
(80,351
)
 
(82,993
)
Property and equipment, net
$
38,413

 
$
40,374
XML 31 R16.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share
 12 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per Share
Basic earnings per share excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding for the period, excluding unvested restricted common stock. Diluted earnings per share reflects the potential reduction in earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock under the treasury stock method. Such securities or other contracts include unvested restricted stock awards, outstanding common stock options, convertible senior notes, and outstanding warrants, to the extent dilutive. In periods for which we report a net loss from continuing operations, diluted weighted average common shares outstanding excludes all potential common stock equivalents as their impact on diluted net loss from continuing operations per share would be anti-dilutive.
Earnings (loss) per share under the basic and diluted computations are as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Net income (loss) from continuing operations
$
41,979

 
$
13,944

 
$
(170,505
)
Income (loss) from discontinued operations, net of tax
(236
)
 
(298
)
 
388

Net income (loss)
$
41,743

 
$
13,646

 
$
(170,117
)
 
 
 
 
 
 
Weighted average common shares outstanding—basic
21,993

 
21,706

 
21,439

Weighted average common stock equivalents
514

 
352

 
—

Weighted average common shares outstanding—diluted
22,507

 
22,058

 
21,439

 
 
 
 
 
 
Net earnings (loss) per basic share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.91

 
$
0.64

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.01
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.90

 
$
0.63

 
$
(7.93
)
 
 
 
 
 
 
Net earnings (loss) per diluted share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.87

 
$
0.63

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.02
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.85

 
$
0.62

 
$
(7.93
)
The number of anti-dilutive securities excluded from the computation of the weighted average common stock equivalents presented above were as follows:
 
As of December 31,
 
2019
 
2018
 
2017
Unvested restricted stock awards
—

 
—

 
636

Outstanding common stock options
—

 
—

 
194

Convertible senior notes
—

 
3,129

 
3,129

Warrants related to the issuance of convertible senior notes
3,129

 
3,129

 
3,129

Total anti-dilutive securities
3,129

 
6,258

 
7,088


See Note 7 “Financing Arrangements” for further information on the convertible senior notes and warrants related to the issuance of convertible notes.
We currently have a share repurchase program permitting us to repurchase up to $125 million of our common stock through October 31, 2020 (the "Share Repurchase Program"). The amount and timing of the repurchases will be determined by management and will depend on a variety of factors, including the trading price of our common stock, capacity under our credit facility, general market and business conditions, and applicable legal requirements. In 2019, we repurchased and retired 210,437 shares for $14.2 million, of which $1.2 million settled in the first quarter of 2020. All of the 210,437 shares repurchased and retired in 2019 were included as a reduction to our basic weighted average shares outstanding for the year ended December 31, 2019 based on the trade date of the share repurchase. No shares were repurchased under this program in 2018 or 2017. As of December 31, 2019, $20.9 million remains available for share repurchases.
XML 32 R35.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Property and Equipment, Net (Tables)
 12 Months Ended
Dec. 31, 2019
Property, Plant and Equipment [Abstract]  
Schedule of Property and Equipment Property and equipment, net at December 31, 2019 and 2018 consisted of the following: 
 
As of December 31,
 
2019
 
2018
Computers, related equipment, and software
$
50,251

 
$
53,116

Leasehold improvements
44,323

 
45,052

Furniture and fixtures
16,273

 
17,408

Aircraft
7,667

 
7,541

Assets under construction
250

 
250

Property and equipment
118,764

 
123,367

Accumulated depreciation and amortization
(80,351
)
 
(82,993
)
Property and equipment, net
$
38,413

 
$
40,374
XML 33 R31.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Significant Accounting Policies (Tables)
 12 Months Ended
Dec. 31, 2019
Accounting Policies [Abstract]  
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] The impact of the new lease standard on our consolidated balance sheet upon adoption follows:
 
As of
December 31, 2018
 
ASC 842
Adjustment
 
As of
January 1, 2019
Assets
 
 
 
 
 
Operating lease right-of-use assets
$
—

 
$
56,463

 
$
56,463

 
 
 
 
 
 
Liabilities
 
 
 
 
 
Accrued expenses and other current liabilities
$
17,207

 
$
(2,557
)
 
$
14,650

Current maturities of operating lease liabilities
$
—

 
$
10,537

 
$
10,537

Deferred compensation and other liabilities
$
20,875

 
$
(536
)
 
$
20,339

Deferred lease incentives
$
13,693

 
$
(13,693
)
 
$
—

Operating lease liabilities, net of current portion
$
—

 
$
62,712

 
$
62,712
XML 34 R39.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Derivative Instruments and Hedging Activity (Tables)
 12 Months Ended
Dec. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments
The table below sets forth additional information relating to our interest rate swap designated as a cash flow hedging instrument as of December 31, 2019 and 2018. 
 
Fair Value (Derivative Asset and Liability)
As of December 31,
Balance Sheet Location
2019
 
2018
Prepaid expenses and other current assets
$
—

 
$
302

Other non-current assets
$
—

 
$
451

Accrued expenses
$
159

 
$
—

Deferred compensation and other liabilities
$
387

 
$
—
XML 35 R58.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Leases Schedule of Operating Lease Balances (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Jan. 01, 2019
Dec. 31, 2018
Leases [Abstract]      
Operating Lease, Right-of-Use Asset $ 54,954 $ 56,463 $ 0
Operating Lease, Liability, Current 7,469 10,537 0
Operating Lease, Liability, Noncurrent 69,233 $ 62,712 $ 0
Operating Lease, Liability $ 76,702    
XML 36 R50.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions - Summary of Fair Value of Consideration Transferred (Details) - USD ($)
$ in Thousands
Mar. 01, 2017
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Business Acquisition [Line Items]        
Contingent consideration related to business acquisitions   $ 0 $ 212 $ 15,489
Innosight Holdings, LLC [Member]        
Business Acquisition [Line Items]        
Payments to Acquire Businesses, Gross $ 90,725      
Acquisition date fair value 9,560      
Contingent consideration related to business acquisitions 12,050      
Consideration transferred net working capital adjustment 1,272      
Acquisition date fair value of the consideration $ 113,607      
XML 37 hurn2019123110-k_htm.xml IDEA: XBRL DOCUMENT 0001289848 2019-01-01 2019-12-31 0001289848 hurn:InnosightHoldingsLLCMember 2019-01-01 2019-12-31 0001289848 2019-06-30 0001289848 2020-02-18 0001289848 2019-12-31 0001289848 2018-12-31 0001289848 2018-01-01 2018-12-31 0001289848 2017-01-01 2017-12-31 0001289848 us-gaap:TreasuryStockMember 2018-12-31 0001289848 us-gaap:TreasuryStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:CommonStockMember 2019-12-31 0001289848 us-gaap:CommonStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2018-12-31 0001289848 us-gaap:RetainedEarningsMember 2018-01-01 2018-12-31 0001289848 us-gaap:RetainedEarningsMember 2019-01-01 2019-12-31 0001289848 us-gaap:TreasuryStockMember 2019-01-01 2019-12-31 0001289848 us-gaap:RetainedEarningsMember 2019-12-31 0001289848 2017-12-31 0001289848 us-gaap:TreasuryStockMember 2019-12-31 0001289848 us-gaap:CommonStockMember 2017-12-31 0001289848 2016-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-01-01 2019-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2016-12-31 0001289848 us-gaap:TreasuryStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2017-12-31 0001289848 us-gaap:CommonStockMember 2019-01-01 2019-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2019-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2018-01-01 2018-12-31 0001289848 us-gaap:CommonStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2017-12-31 0001289848 us-gaap:TreasuryStockMember 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201409Member us-gaap:RetainedEarningsMember 2018-01-01 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201802Member 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2017-01-01 2017-12-31 0001289848 us-gaap:RetainedEarningsMember 2016-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2017-01-01 2017-12-31 0001289848 us-gaap:CommonStockMember 2018-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2016-12-31 0001289848 us-gaap:RetainedEarningsMember 2017-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2019-01-01 2019-12-31 0001289848 us-gaap:AdditionalPaidInCapitalMember 2019-12-31 0001289848 us-gaap:CommonStockMember 2016-12-31 0001289848 us-gaap:TreasuryStockMember 2016-12-31 0001289848 us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-01-01 2018-12-31 0001289848 us-gaap:RetainedEarningsMember 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201609Member us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccumulatedOtherComprehensiveIncomeMember 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201609Member 2017-01-01 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201802Member us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201609Member us-gaap:AdditionalPaidInCapitalMember 2017-01-01 2017-12-31 0001289848 us-gaap:AccountingStandardsUpdate201409Member 2018-01-01 2018-12-31 0001289848 2019-01-01 0001289848 us-gaap:AccruedLiabilitiesMember 2019-01-01 2019-01-01 0001289848 hurn:OperatingleaserightofuseassetMember 2019-01-01 2019-01-01 0001289848 hurn:DeferredrentcreditnoncurrentMember 2019-01-01 2019-01-01 0001289848 hurn:OperatingleaseliabilitycurrentMember 2019-01-01 2019-01-01 0001289848 hurn:OperatingleaseliabilitynoncurrentMember 2019-01-01 2019-01-01 0001289848 us-gaap:OtherLiabilitiesMember 2019-01-01 2019-01-01 0001289848 srt:MaximumMember hurn:ComputersRelatedEquipmentAndSoftwareMember 2019-01-01 2019-12-31 0001289848 2014-09-30 0001289848 2018-01-01 2018-03-31 0001289848 srt:MaximumMember 2019-01-01 2019-12-31 0001289848 us-gaap:FurnitureAndFixturesMember 2019-01-01 2019-12-31 0001289848 srt:AircraftTypeMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember hurn:ComputersRelatedEquipmentAndSoftwareMember 2019-01-01 2019-12-31 0001289848 hurn:InnosightHoldingsLLCMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:NoncompeteAgreementsMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:NoncompeteAgreementsMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:OffMarketFavorableLeaseMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:TradeNamesMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerContractsMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:OffMarketFavorableLeaseMember 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerRelationshipsMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerContractsMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:TradeNamesMember 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember us-gaap:CustomerRelationshipsMember 2017-03-01 0001289848 2017-03-01 2017-03-01 0001289848 hurn:InnosightHoldingsLLCMember 2017-01-01 2017-12-31 0001289848 2017-03-01 0001289848 us-gaap:NoncompeteAgreementsMember 2018-12-31 0001289848 us-gaap:TechnologyBasedIntangibleAssetsMember 2018-12-31 0001289848 us-gaap:TradeNamesMember 2019-12-31 0001289848 us-gaap:OffMarketFavorableLeaseMember 2019-01-01 2019-12-31 0001289848 us-gaap:CustomerRelationshipsMember 2018-12-31 0001289848 us-gaap:CustomerContractsMember 2019-12-31 0001289848 us-gaap:OffMarketFavorableLeaseMember 2019-12-31 0001289848 us-gaap:OffMarketFavorableLeaseMember 2018-12-31 0001289848 us-gaap:CustomerContractsMember 2019-01-01 2019-12-31 0001289848 us-gaap:NoncompeteAgreementsMember 2019-12-31 0001289848 us-gaap:NoncompeteAgreementsMember 2019-01-01 2019-12-31 0001289848 us-gaap:CustomerRelationshipsMember 2019-12-31 0001289848 us-gaap:TradeNamesMember 2018-12-31 0001289848 us-gaap:CustomerContractsMember 2018-12-31 0001289848 us-gaap:TechnologyBasedIntangibleAssetsMember 2019-12-31 0001289848 hurn:StrategyandInnovationMember 2019-11-30 0001289848 hurn:EnterpriseSolutionsandAnalyticsMember 2017-01-01 2017-12-31 0001289848 us-gaap:HealthCareMember 2017-01-01 2017-12-31 0001289848 us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember 2018-12-31 0001289848 us-gaap:HealthCareMember 2019-12-31 0001289848 hurn:EducationMember 2018-01-01 2018-12-31 0001289848 hurn:BusinessAdvisoryMember 2017-12-31 0001289848 hurn:BusinessAdvisoryMember 2019-12-31 0001289848 hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember 2018-12-31 0001289848 us-gaap:HealthCareMember 2017-12-31 0001289848 hurn:EducationMember 2018-12-31 0001289848 hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember 2017-12-31 0001289848 hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember 2019-12-31 0001289848 srt:MinimumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2019-01-01 2019-12-31 0001289848 srt:MaximumMember us-gaap:TechnologyBasedIntangibleAssetsMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember us-gaap:CustomerRelationshipsMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember us-gaap:TradeNamesMember 2019-01-01 2019-12-31 0001289848 srt:MaximumMember us-gaap:TradeNamesMember 2019-01-01 2019-12-31 0001289848 srt:MaximumMember us-gaap:CustomerRelationshipsMember 2019-01-01 2019-12-31 0001289848 us-gaap:SegmentDiscontinuedOperationsMember hurn:HuronLegalMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestructuringChargesMember 2019-01-01 2019-12-31 0001289848 2019-10-01 2019-12-31 0001289848 hurn:OperatingleaserightofuseassetMember 2019-01-01 2019-12-31 0001289848 us-gaap:LeaseholdImprovementsMember 2019-01-01 2019-09-30 0001289848 srt:MaximumMember 2019-12-31 0001289848 srt:MinimumMember 2019-12-31 0001289848 us-gaap:FurnitureAndFixturesMember 2018-12-31 0001289848 us-gaap:AssetUnderConstructionMember 2019-12-31 0001289848 hurn:ComputersRelatedEquipmentAndSoftwareMember 2019-12-31 0001289848 us-gaap:LeaseholdImprovementsMember 2018-12-31 0001289848 us-gaap:AssetUnderConstructionMember 2018-12-31 0001289848 hurn:ComputersRelatedEquipmentAndSoftwareMember 2018-12-31 0001289848 srt:AircraftTypeMember 2018-12-31 0001289848 us-gaap:FurnitureAndFixturesMember 2019-12-31 0001289848 srt:AircraftTypeMember 2019-12-31 0001289848 us-gaap:LeaseholdImprovementsMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2017-01-01 2017-12-31 0001289848 us-gaap:ConvertibleDebtMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtMember 2019-01-01 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2018-12-31 0001289848 srt:MinimumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:LondonInterbankOfferedRateLIBORMember 2015-03-31 2015-03-31 0001289848 us-gaap:ConvertibleDebtMember 2014-09-30 0001289848 srt:MaximumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:LondonInterbankOfferedRateLIBORMember 2015-03-31 2015-03-31 0001289848 hurn:SeniorSecuredCreditFacilityMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2014-09-30 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2017-06-30 0001289848 us-gaap:WarrantMember 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2017-06-30 2017-06-30 0001289848 us-gaap:ConvertibleDebtMember 2014-07-01 2014-09-30 0001289848 hurn:SeniorSecuredCreditFacilityMember 2015-01-01 2015-03-31 0001289848 hurn:NoteHedgeMember 2014-09-30 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2017-01-01 2017-06-30 0001289848 hurn:ContingentConsiderationLiabilityMember 2019-01-01 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2019-01-01 2019-12-31 0001289848 hurn:SeniorSecuredCreditFacilityMember 2018-12-31 0001289848 us-gaap:ConvertibleDebtMember 2019-10-01 2019-10-31 0001289848 srt:MinimumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:BaseRateMember 2015-03-31 2015-03-31 0001289848 hurn:SeniorSecuredCreditFacilityMember 2015-03-31 0001289848 srt:MaximumMember hurn:SeniorSecuredCreditFacilityMember us-gaap:BaseRateMember 2015-03-31 2015-03-31 0001289848 us-gaap:WarrantMember 2014-09-30 2014-09-30 0001289848 hurn:NoteHedgeMember 2014-09-30 0001289848 hurn:SeniorSecuredCreditFacilityMember 2015-03-31 2015-03-31 0001289848 srt:MaximumMember us-gaap:ConvertibleDebtMember 2014-09-30 0001289848 hurn:PromissoryNotedue2024Member 2018-12-31 0001289848 hurn:PromissoryNotedue2024Member 2019-12-31 0001289848 us-gaap:ConvertibleDebtMember 2019-12-31 0001289848 2020-01-01 2019-12-31 0001289848 hurn:ReleaseofAllowanceMember 2019-01-01 2019-12-31 0001289848 hurn:ChangeinEstimatedVariableConsiderationMember 2018-01-01 2018-12-31 0001289848 hurn:ChangeinEstimatedVariableConsiderationMember 2019-01-01 2019-12-31 0001289848 hurn:ReleaseofAllowanceMember 2018-01-01 2018-12-31 0001289848 2021-01-01 2019-12-31 0001289848 2022-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:WarrantMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2017-01-01 2017-12-31 0001289848 us-gaap:WarrantMember 2018-01-01 2018-12-31 0001289848 us-gaap:RestrictedStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:WarrantMember 2019-01-01 2019-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember 2019-01-01 2019-12-31 0001289848 hurn:ShareRepurchaseProgramMember 2019-12-31 0001289848 hurn:ShareRepurchaseProgramMember 2019-01-01 2019-12-31 0001289848 us-gaap:CorporateNonSegmentMember 2018-01-01 2018-12-31 0001289848 us-gaap:SegmentDiscontinuedOperationsMember hurn:HuronLegalMember 2018-01-01 2018-12-31 0001289848 us-gaap:OtherRestructuringMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2018-01-01 2018-12-31 0001289848 us-gaap:CorporateNonSegmentMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2019-01-01 2019-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:ChicagoIllinoisMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:WisconsinOfficeMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:LakeOswegoOregonMember 2019-01-01 2019-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestructuringChargesMember 2019-10-01 2019-12-31 0001289848 us-gaap:CorporateNonSegmentMember 2019-01-01 2019-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2017-01-01 2017-12-31 0001289848 us-gaap:HealthCareMember 2017-01-01 2017-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2019-12-31 0001289848 hurn:BusinessAdvisoryMember 2017-01-01 2017-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2017-01-01 2017-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:SanFranciscoOfficeMember 2018-01-01 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2019-12-31 0001289848 hurn:OfficeSpaceReductionsMember hurn:MiddletonWisconsinMember 2019-01-01 2019-12-31 0001289848 2018-04-01 2018-06-30 0001289848 hurn:OfficeSpaceReductionsMember hurn:HoustonTexasMember 2019-01-01 2019-12-31 0001289848 us-gaap:AccountingStandardsUpdate201602Member us-gaap:EmployeeSeveranceMember 2019-01-01 2019-01-01 0001289848 us-gaap:OtherRestructuringMember 2018-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2019-01-01 0001289848 us-gaap:OtherRestructuringMember 2019-01-01 2019-12-31 0001289848 us-gaap:OtherRestructuringMember 2019-01-01 0001289848 us-gaap:AccountingStandardsUpdate201602Member hurn:OfficeSpaceReductionsMember 2019-01-01 2019-01-01 0001289848 us-gaap:AccountingStandardsUpdate201602Member 2019-01-01 2019-01-01 0001289848 us-gaap:EmployeeSeveranceMember 2018-12-31 0001289848 us-gaap:AccountingStandardsUpdate201602Member us-gaap:OtherRestructuringMember 2019-01-01 2019-01-01 0001289848 us-gaap:EmployeeSeveranceMember 2019-01-01 0001289848 hurn:OfficeSpaceReductionsMember 2017-12-31 0001289848 hurn:OfficeSpaceReductionsMember 2018-12-31 0001289848 us-gaap:EmployeeSeveranceMember 2017-12-31 0001289848 us-gaap:OtherRestructuringMember 2019-12-31 0001289848 us-gaap:OtherRestructuringMember 2017-12-31 0001289848 2017-06-22 0001289848 2017-06-22 2017-06-22 0001289848 us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember 2018-12-31 0001289848 us-gaap:OtherNoncurrentLiabilitiesMember 2019-12-31 0001289848 us-gaap:OtherNoncurrentAssetsMember 2018-12-31 0001289848 us-gaap:AccruedLiabilitiesMember 2018-12-31 0001289848 us-gaap:OtherNoncurrentAssetsMember 2019-12-31 0001289848 us-gaap:OtherNoncurrentLiabilitiesMember 2018-12-31 0001289848 us-gaap:PrepaidExpensesAndOtherCurrentAssetsMember 2019-12-31 0001289848 us-gaap:AccruedLiabilitiesMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2018-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel3Member hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2018-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2018-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2018-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2017-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2018-01-01 2018-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2019-01-01 2019-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember 2018-01-01 2018-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2017-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:ForeignCurrencyGainLossMember 2019-01-01 2019-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:ForeignCurrencyGainLossMember 2018-01-01 2018-12-31 0001289848 hurn:ContingentConsiderationLiabilityMember us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2019-12-31 0001289848 us-gaap:FairValueMeasurementsRecurringMember hurn:DeferredCompensationPlanAssetsMember 2019-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueInputsLevel2Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember us-gaap:ConvertibleDebtSecuritiesMember 2019-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:FairValueInputsLevel3Member us-gaap:FairValueMeasurementsRecurringMember 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2020-03-31 0001289848 us-gaap:PreferredStockMember hurn:MedicallyHomeGroupInc.Member 2019-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2014-07-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember hurn:ShorelightHoldingsLlcMember 2020-01-01 2020-03-31 0001289848 us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:ConvertibleDebtSecuritiesMember us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:InterestRateSwapMember us-gaap:RetainedEarningsMember 2017-01-01 2017-12-31 0001289848 us-gaap:RestrictedStockMember 2018-01-01 2018-12-31 0001289848 us-gaap:RestrictedStockMember 2019-01-01 2019-12-31 0001289848 hurn:StockOwnershipParticipationProgramMember 2015-05-01 2015-05-01 0001289848 hurn:TwoThousandAndTwelvePlanMember 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2017-01-01 2017-12-31 0001289848 us-gaap:PerformanceSharesMember 2018-01-01 2018-12-31 0001289848 us-gaap:PerformanceSharesMember 2017-01-01 2017-12-31 0001289848 hurn:TwoThousandAndTwelvePlanMember 2019-01-01 2019-12-31 0001289848 hurn:TwoThousandandFourPlanMember 2019-12-31 0001289848 srt:ExecutiveOfficerMember us-gaap:EmployeeStockOptionMember 2019-01-01 2019-12-31 0001289848 hurn:StockOwnershipParticipationProgramMember 2019-12-31 0001289848 hurn:StockOwnershipParticipationProgramMember 2015-05-01 0001289848 us-gaap:EmployeeStockOptionMember 2018-01-01 2018-12-31 0001289848 us-gaap:EmployeeStockOptionMember 2017-01-01 2017-12-31 0001289848 us-gaap:PerformanceSharesMember 2019-01-01 2019-12-31 0001289848 srt:MinimumMember us-gaap:PerformanceSharesMember 2019-01-01 2019-12-31 0001289848 us-gaap:PerformanceSharesMember 2019-12-31 0001289848 srt:ScenarioForecastMember us-gaap:PerformanceSharesMember 2020-01-01 2020-03-31 0001289848 us-gaap:RestrictedStockMember hurn:TwoThousandAndTwelvePlanMember 2018-12-31 0001289848 us-gaap:RestrictedStockMember 2019-12-31 0001289848 us-gaap:RestrictedStockMember 2018-12-31 0001289848 us-gaap:RestrictedStockMember hurn:StockOwnershipParticipationProgramMember 2019-12-31 0001289848 us-gaap:RestrictedStockMember hurn:TwoThousandAndTwelvePlanMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember hurn:StockOwnershipParticipationProgramMember 2019-01-01 2019-12-31 0001289848 us-gaap:RestrictedStockMember hurn:StockOwnershipParticipationProgramMember 2018-12-31 0001289848 us-gaap:RestrictedStockMember hurn:TwoThousandAndTwelvePlanMember 2019-12-31 0001289848 us-gaap:PerformanceSharesMember 2018-12-31 0001289848 us-gaap:StateAndLocalJurisdictionMember 2019-01-01 2019-12-31 0001289848 us-gaap:ForeignCountryMember 2018-01-01 2018-12-31 0001289848 us-gaap:SegmentDiscontinuedOperationsMember hurn:HuronLegalMember 2017-01-01 2017-12-31 0001289848 us-gaap:ForeignCountryMember 2019-01-01 2019-12-31 0001289848 us-gaap:DomesticCountryMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember 2018-01-01 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2018-01-01 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember 2017-01-01 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2017-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2018-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2019-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:BusinessAdvisoryMember 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2018-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember hurn:EducationMember 2019-12-31 0001289848 us-gaap:MaterialReconcilingItemsMember 2017-12-31 0001289848 us-gaap:OperatingSegmentsMember us-gaap:HealthCareMember 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 us-gaap:HealthCareMember hurn:FulltimeBillableConsultantsMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember 2019-01-01 2019-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeEquivalentsMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember hurn:FulltimeBillableConsultantsMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember us-gaap:HealthCareMember 2019-01-01 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember hurn:FulltimeEquivalentsMember 2019-01-01 2019-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 us-gaap:HealthCareMember hurn:FulltimeEquivalentsMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember hurn:EducationMember 2019-01-01 2019-12-31 0001289848 hurn:FulltimeBillableConsultantsMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember 2019-01-01 2019-12-31 0001289848 hurn:PerformancebasedMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember hurn:FulltimeBillableConsultantsMember 2019-01-01 2019-12-31 0001289848 us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember us-gaap:TransferredAtPointInTimeMember 2019-01-01 2019-12-31 0001289848 hurn:EducationMember us-gaap:TransferredOverTimeMember 2019-01-01 2019-12-31 0001289848 us-gaap:FixedPriceContractMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember hurn:FulltimeEquivalentsMember 2019-01-01 2019-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:BusinessAdvisoryMember 2019-01-01 2019-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 hurn:BusinessAdvisoryMember hurn:FulltimeBillableConsultantsMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember hurn:FulltimeBillableConsultantsMember 2018-01-01 2018-12-31 0001289848 hurn:EducationMember us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 hurn:EducationMember hurn:FulltimeEquivalentsMember 2018-01-01 2018-12-31 0001289848 hurn:EducationMember us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 hurn:BusinessAdvisoryMember us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 hurn:EducationMember hurn:FulltimeBillableConsultantsMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember us-gaap:HealthCareMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:TransferredAtPointInTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember 2018-01-01 2018-12-31 0001289848 us-gaap:HealthCareMember hurn:FulltimeEquivalentsMember 2018-01-01 2018-12-31 0001289848 us-gaap:TimeAndMaterialsContractMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:FixedPriceContractMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:EducationMember 2018-01-01 2018-12-31 0001289848 hurn:PerformancebasedMember 2018-01-01 2018-12-31 0001289848 hurn:BusinessAdvisoryMember hurn:FulltimeEquivalentsMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeEquivalentsMember 2018-01-01 2018-12-31 0001289848 hurn:FulltimeBillableConsultantsMember 2018-01-01 2018-12-31 0001289848 us-gaap:SoftwareServiceSupportAndMaintenanceArrangementMember hurn:BusinessAdvisoryMember 2018-01-01 2018-12-31 0001289848 us-gaap:TransferredOverTimeMember 2018-01-01 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2017-01-01 2017-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2018-01-01 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2018-01-01 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2017-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2018-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2017-01-01 2017-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2017-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2018-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2019-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2019-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2019-01-01 2019-12-31 0001289848 us-gaap:AllowanceForCreditLossMember 2016-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2016-12-31 0001289848 us-gaap:ValuationAllowanceOfDeferredTaxAssetsMember 2019-01-01 2019-12-31 0001289848 2018-07-01 2018-09-30 0001289848 2018-10-01 2018-12-31 0001289848 2019-01-01 2019-03-31 0001289848 2019-04-01 2019-06-30 0001289848 2019-07-01 2019-09-30 iso4217:USD shares hurn:Reporting_Unit hurn:Segment iso4217:USD shares pure hurn:Billing false --12-31 FY 2019 0001289848 0 0 0 0.01 500000000 25114739 25144764 39287000 P13Y P5Y P6Y P3Y P3Y P5Y 0 P1Y -998000 -2753000 185000 -46000 -10000 48000 -106000 -63000 295000 0 0 P2Y P1Y P1Y P5Y 2020-12-31 2568288 2425430 10-K true 2019-12-31 false 000-50976 HURON CONSULTING GROUP INC. DE 01-0666114 550 West Van Buren Street Chicago IL 60607 (312) 583-8700 Common Stock, par value $0.01 per share HURN NASDAQ Yes No Yes Yes Large Accelerated Filer false false false 1128100000 22509235 11604000 33107000 116571000 109677000 79937000 69613000 2376000 6612000 14248000 13922000 224736000 232931000 38413000 40374000 1145000 2153000 54541000 50429000 54954000 0 52177000 30525000 31625000 47857000 646680000 645263000 1104271000 1049532000 7944000 10020000 18554000 17207000 141605000 109825000 0 9991000 529000 243132000 7469000 0 28443000 28130000 204544000 418305000 28635000 20875000 0 1450000 208324000 53853000 69233000 0 0 13693000 8070000 732000 314262000 90603000 247000 244000 128348000 124794000 460781000 452573000 237849000 196106000 14936000 16495000 585465000 540624000 1104271000 1049532000 876757000 795125000 732570000 88717000 82874000 75175000 965474000 877999000 807745000 575602000 521537000 454806000 5375000 4247000 10932000 88696000 82923000 75436000 669673000 608707000 541174000 203071000 180983000 175364000 1855000 3657000 6246000 1196000 2019000 -1111000 28365000 34575000 38213000 0 0 253093000 232095000 217196000 474027000 63706000 52096000 -207456000 -15648000 -19013000 -18613000 4433000 -7862000 3565000 -11215000 -26875000 -15048000 52491000 25221000 -222504000 10512000 11277000 -51999000 41979000 13944000 -170505000 -236000 -298000 388000 41743000 13646000 -170117000 1.91 0.64 -7.95 -0.01 -0.01 0.02 1.90 0.63 -7.93 1.87 0.63 -7.95 -0.02 -0.01 0.02 1.85 0.62 -7.93 21993000 21706000 21439000 22507000 22058000 21439000 41743000 13646000 -170117000 99000 -1814000 1602000 -702000 7772000 4724000 -956000 167000 429000 -1559000 6125000 6755000 40184000 19771000 -163362000 23478016 235000 2420913 -113195000 405895000 351483000 3615000 648033000 -170117000 6755000 -163362000 399248 4000 58211 -3953000 3949000 0 221558 2000 9558000 9560000 14419000 14419000 112011 4846000 4846000 435000 -435000 0 -488000 -488000 24098822 241000 2591135 -121994000 434256000 180443000 10370000 503316000 13646000 6125000 19771000 279430 3000 -5986 387000 -390000 0 40000 0 937000 937000 17770000 17770000 86813 3187000 3187000 2017000 2017000 24418252 244000 2671962 -124794000 452573000 196106000 16495000 540624000 41743000 -1559000 40184000 347589 4000 -20171 1828000 -1832000 0 47904 1000 1243000 1244000 22854000 22854000 111511 5382000 5382000 160000 160000 210437 2000 14217000 14219000 24603308 247000 2763302 -128348000 460781000 237849000 14936000 585465000 41743000 13646000 -170117000 34405000 39311000 50089000 8397000 0 0 24213000 18818000 14838000 8264000 10313000 10203000 0 0 253093000 250000 657000 3217000 8795000 10717000 -53753000 0 -5807000 931000 -1506000 381000 1111000 16000 0 0 10123000 10509000 -1650000 10269000 11094000 4332000 4442000 -2607000 210000 144000 1361000 366000 -6884000 -8212000 3732000 30339000 35481000 -10966000 282000 310000 2117000 132220000 101658000 99795000 13240000 8936000 24402000 4703000 2037000 1826000 0 0 2889000 2500000 215000 106915000 5000000 0 0 10312000 6069000 1370000 0 1040000 1177000 753000 0 0 0 -2345000 1499000 -35002000 -18562000 -128948000 1244000 937000 0 5382000 3187000 4846000 -12985000 0 0 347000000 204300000 277500000 192515000 259801000 240745000 250000000 0 0 1524000 1385000 408000 4674000 7554000 2680000 -118836000 -66690000 28821000 115000 -208000 214000 -21503000 16198000 -118000 33107000 16909000 17027000 11604000 33107000 16909000 2600000 2358000 1567000 0 0 5113000 0 212000 15489000 0 0 9560000 1234000 0 0 7971000 8887000 9068000 1429000 3349000 5399000 Description of Business<div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;">Huron is a global consultancy that collaborates with clients to drive strategic growth, ignite innovation and navigate constant change. Through a combination of strategy, expertise and creativity, we help clients accelerate operational, digital and cultural transformation, enabling the change they need to own their future. By embracing diverse perspectives, encouraging new ideas and challenging the status quo, we create sustainable results for the organizations we serve.</span></div> Summary of Significant Accounting Policies<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Basis of Presentation and Principles of Consolidation</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The accompanying consolidated financial statements reflect the financial position at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and the results of operations and cash flows for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The consolidated financial statements include the accounts of Huron Consulting Group Inc. and its subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated in consolidation. </span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On January 1, 2019, we adopted Accounting Standard Update ("ASU") 2016-02, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases</span><span style="font-family:Arial Narrow;font-size:10pt;">. For additional information on the adoption of ASU 2016-02, refer to our leases policy and new accounting pronouncements below. </span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On January 1, 2018, we adopted ASU 2014-09, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Revenue from Contracts with Customers</span><span style="font-family:Arial Narrow;font-size:10pt;">, a new Topic, ASC 606, which superseded ASC 605, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Revenue Recognition</span><span style="font-family:Arial Narrow;font-size:10pt;">. The new revenue recognition standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We adopted ASC 606 on a modified retrospective basis to all open contracts, as modified, as of that date. Adoption of the new standard resulted in changes to our accounting policy for revenue recognition, most notably for performance-based billing arrangements, and sales commissions. Adopting ASC 606 on a modified retrospective basis had no impact on our consolidated financial statements in the prior periods presented. Upon adoption, we recorded a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> cumulative-effect adjustment to record a net increase to retained earnings for the portion of performance-based billing arrangements that have been earned as of the adoption date but for which we had not recognized as revenue under previous revenue recognition guidance, the capitalization of sales commissions paid on open contracts as of the adoption date, and the related tax effects. Refer to our revenue recognition and capitalized sales commissions policies below for additional information. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Use of Estimates</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and accompanying disclosures. Actual results may differ from these estimates and assumptions.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Revenue Recognition</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">We generate substantially all of our revenues from providing professional services to our clients. We also generate revenues from software licenses; software support and maintenance and subscriptions to our cloud-based analytic tools and solutions; speaking engagements; conferences; and publications. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, we allocate the total transaction price to each performance obligation based on its relative standalone selling price, which is determined based on our overall pricing objectives, taking into consideration market conditions and other factors.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Revenue is recognized when control of the goods and services provided are transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when we satisfy the performance obligations. </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">We typically satisfy our performance obligations for professional services over time as the related services are provided. The performance obligations related to software support and maintenance and subscriptions to our cloud-based analytic tools and solutions are typically satisfied evenly over the course of the service period. Other performance obligations, such as certain software licenses, speaking engagements, conferences, and publications, are satisfied at a point in time.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We generate our revenues under </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>four</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> types of billing arrangements: fixed-fee (including software license revenue); time-and-expense; performance-based; and software support, maintenance and subscriptions.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Culture and Organizational Excellence solution include fixed-fee partner contracts with multiple performance obligations, which primarily consist of coaching services, as well as speaking engagements, conferences, publications and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts, including speaking engagements, conferences and publications, are recognized at the time the goods or services are provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract. License revenue from our research administration and compliance software is generally recognized in the month in which the software is delivered.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publications purchased by our clients outside of Partner Contracts within our Culture and Organizational Excellence solution. We recognize revenues under time-and-expense arrangements as the related services or publications are provided, using the right to invoice practical expedient which allows us to recognize revenue in the amount that we have a right to invoice based on the number of hours worked and the agreed upon hourly rates or the value of the speaking engagements, conferences or publications purchased by our clients.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We enter into performance-based engagements in essentially two forms. First, we generally earn fees that are directly related to the savings formally acknowledged by the client as a result of adopting our recommendations for improving operational and cost effectiveness in the areas we review. Second, we have performance-based engagements in which we earn a success fee when and if certain predefined outcomes occur. We recognize revenue under performance-based billing arrangements using the following steps: 1) estimate variable consideration using a probability-weighted assessment of the fees to be earned, 2) apply a constraint to the estimated variable consideration to limit the amount that could be reversed when the uncertainty is resolved (the “constraint”), and 3) recognize revenue of estimated variable consideration, net of the constraint, based on work completed to-date versus our estimates of the total services to be provided under the engagement.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. Software support, maintenance and subscription revenues are recognized ratably over the support or subscription period. These fees are generally billed in advance and included in deferred revenues until recognized.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts. </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses. Under fixed-fee billing arrangements, we estimate the total amount of reimbursable expenses to be incurred over the course of the engagement and recognize the estimated amount as revenue using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Under time-and-expense billing arrangements we recognize reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. When billings do not specifically identify reimbursable expenses, we allocate the portion of the billings equivalent to these expenses to reimbursable expenses.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Revenues recognized, but for which we are not yet entitled to bill because certain events, such as the completion of the measurement period or client approval, must occur, are recorded as contract assets </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">and included within unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable engagement agreement. </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Capitalized Sales Commissions</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Sales commissions earned by our sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions with an expected amortization period greater than one year are deferred and amortized on a straight-line basis over the period of the associated contract. We elected to apply the practical expedient to expense sales commissions as incurred when the expected amortization period is one year or less. Amortization expense is recorded to direct costs. During the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, we amortized </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively, of capitalized sales commissions. Unamortized sales commissions were </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Allowances for Doubtful Accounts and Unbilled Services</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. These estimates may differ from actual results. If the financial condition of a client deteriorates in the future, impacting the client’s ability to make payments, an increase to our allowance might be required or our allowance may not be sufficient to cover actual write-offs.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Direct Costs and Reimbursable Expenses</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Direct costs and reimbursable expenses consist primarily of revenue-generating employee compensation and their related benefits and share-based compensation costs; as well as commissions, the cost of outside consultants or subcontractors assigned to revenue-generating activities, technology costs, other third-party costs directly attributable to our revenue-generating activities, and direct expenses to be reimbursed by clients. Direct costs and reimbursable expenses incurred on engagements are expensed in the period incurred.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Cash and Cash Equivalents</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We consider all highly liquid investments, including overnight investments and commercial paper, with original maturities of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>three months</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> or less to be cash equivalents.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Concentrations of Credit Risk</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">To the extent receivables from clients become delinquent, collection activities commence. No single client balance is considered large enough to pose a material credit risk. The allowances for doubtful accounts and unbilled services are based upon the expected ability to collect accounts receivable and bill and collect unbilled services. Management does not anticipate incurring losses on accounts receivable in excess of established allowances. See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">19</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Segment Information” for concentration of accounts receivable and unbilled services.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We hold our cash in accounts at multiple third-party financial institutions. These deposits, at times, may exceed federally insured limits. We review the credit ratings of these financial institutions, regularly monitor the cash balances in these accounts, and adjust the balances as appropriate. However, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Long-term Investments</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Our long-term investments consist of our convertible debt investment in Shorelight Holdings, LLC ("Shorelight") and preferred stock investment in Medically Home Group, Inc. ("Medically Home"). </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We classified the convertible debt investment in Shorelight as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. The investment is carried at fair value with unrealized holding gains and losses reported in other comprehensive income. If the investment is in an unrealized loss position, we assess whether the investment is other-than-temporarily impaired. We consider impairments to be other-than-temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. We have not identified any other-than-temporary impairments for our convertible debt investment. In the event there are realized gains and losses or declines in value judged to be other-than-temporary, we will record the amount in earnings. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We classified the preferred stock investment in Medically Home as an equity security without a readily determinable value at the time of purchase and reevaluate such classification as of each balance sheet date. We elected the measurement alternative to value this equity security without a readily determinable fair value. Under the measurement alternative, the investment is recorded at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. Any unrealized holding gains and losses resulting from observable price changes are recorded in our consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">13</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Fair Value of Financial Instruments” for further information on our long-term investments.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value of Financial Instruments</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">13</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Fair Value of Financial Instruments” for the accounting policies used to measure the fair value of our financial assets and liabilities that are measured at fair value on a recurring basis.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Property and Equipment</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment are recorded at cost, less accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the estimated useful lives of the assets. Software, computers, and related equipment are depreciated over an estimated useful life of two to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>four years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Furniture and fixtures are depreciated over </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>five years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Aircraft are depreciated over </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>ten years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the initial term of the lease.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Leases</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We determine if an arrangement contains a lease and the classification of such lease at inception. As of December 31, 2019, all of our material leases are classified as operating leases; we have not entered into any material finance leases. For all operating leases with an initial term greater than 12 months, we recognize an operating lease right-of-use ("ROU") asset and operating lease liability. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date and provided by the administrative agent for our senior secured credit facility in determining the present value of lease payments. Operating lease ROU assets exclude lease incentives. We elected the practical expedient to combine lease and nonlease components. Certain lease agreements contain variable lease payments that do not depend on an index or rate. These variable lease payments are not included in the calculation of the operating lease ROU asset and operating lease liability; instead, they are expensed as incurred. Our leases may contain options to extend or terminate the lease, and we include these terms in our calculation of the operating lease ROU asset and operating lease liability when it is reasonably certain that we will exercise the option.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease expense is recognized on a straight-line basis over the lease term and recorded within selling, general and administrative expenses on our consolidated statement of operations. In accordance with our accounting policy for impairment of long-lived assets, operating lease ROU assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. We evaluate the recoverability of the asset group based on forecasted undiscounted cash flows. See Note 5 "Leases" for additional information on our leases, including the lease impairment charges recorded in 2019.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Software Development Costs</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We incur internal and external software development costs related to our cloud computing applications and software for internal use. We capitalize these software development costs incurred during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Once the project is substantially complete and ready for its intended use these costs are amortized on a straight-line basis over the technology's estimated useful life. Acquired technology assets are initially recorded at fair value and amortized on a straight-line basis over the estimated useful life.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Development costs related to software products that will be sold, leased, or otherwise marketed are expensed until technological feasibility has been established. Thereafter and until the software is available for general release to customers, these software development costs are capitalized and subsequently reported at the lower of unamortized cost or net realizable value. These capitalized development costs are </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">amortized in proportion to current and future revenue for each product with an annual minimum equal to the straight-line amortization over the remaining estimated economic life of the product. We did not capitalize any development costs for this type of software during 2019 or 2018.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We classify capitalized software development costs, which primarily relate to cloud computing applications and software for internal use, as other non-current assets on our consolidated balance sheet. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, gross capitalized software development costs and related accumulated amortization was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$21.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. As of December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, gross capitalized software development costs and related accumulated amortization was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$10.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. During the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, we amortized </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$3.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively, of capitalized software development costs. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Intangible Assets Other Than Goodwill</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Identifiable intangible assets are amortized over their expected useful lives using a method that reflects the economic benefit expected to be derived from the assets or on a straight-line basis. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Impairment of Long-Lived Assets</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Long-lived assets, including property and equipment, right-of-use assets, and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a significant decline in forecasted operating results over an extended period of time. We evaluate the recoverability of long-lived assets based on forecasted undiscounted cash flows. See Note 5 "Leases" for information on our right-of-use asset impairment charges recorded in 2019. No material impairment charges for other long-lived assets were recorded in 2019, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, or </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. We are required to test goodwill for impairment, at the reporting unit level, annually and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. We have </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>six</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> reporting units: Healthcare, Education, Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences. The Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences reporting units make up our Business Advisory operating segment.  </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Pursuant to our policy, we performed the annual goodwill impairment test as of November 30, 2019 and determined that no impairment of goodwill existed as of that date. Further, we evaluated whether any events have occurred, or any circumstances have changed since November 30, 2019 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2019, we determined that no indications of impairment have arisen since our annual goodwill impairment test.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Combinations</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We use the acquisition method of accounting for business combinations</span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">.</span><span style="font-family:Arial Narrow;font-size:10pt;"> Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of tangible and intangible assets acquired and liabilities assumed. Contingent consideration, which is primarily based on the business achieving certain performance targets, is recognized at its fair value on the acquisition date, and changes in fair value are recognized in earnings until settled. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">13</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Fair Value of Financial Instruments” for further information regarding our contingent acquisition liability balances.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Income Taxes</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. We have elected to recognize the tax expense related to Global Intangible Low-Taxed Income ("GILTI") as a period expense in the period the tax is incurred. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">17</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Income Taxes" for further information regarding incomes taxes.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Share-Based Compensation</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Share-based compensation cost is measured based on the grant date fair value of the respective awards. We generally recognize share-based compensation ratably using the straight-line attribution method; however, for those awards with performance criteria and graded vesting features, we use the graded vesting attribution method. It is our policy to account for forfeitures as they occur.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sponsorship and Advertising Costs</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Sponsorship and advertising costs are expensed as incurred. Such expenses for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> totaled </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$8.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$7.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$6.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively, and are a component of selling, general and administrative expenses on our consolidated statement of operations.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Convertible Senior Notes</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In September 2014, we issued </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$250 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> principal amount of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.25%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. The Convertible Notes matured on October 1, 2019, and the outstanding principal and accrued interest were paid in full at that time. At issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using the effective interest method over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">7</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Financing Arrangements” for further information regarding the Convertible Notes.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Debt Issuance Costs</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We amortize the costs we incur to obtain debt financing over the contractual life of the related debt using the effective interest method for non-revolving debt and the straight-line method for revolving debt. The amortization expense is included in interest expense, net of interest income in our statement of operations. Unamortized debt issuance costs attributable to our revolving credit facility are included as a component of other non-current assets. Unamortized debt issuance costs attributable to our Convertible Notes were recorded as a deduction from the carrying amount of the debt liability. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Foreign Currency</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Assets and liabilities of foreign subsidiaries whose functional currency is not the United States Dollar (USD) are translated into the USD using the exchange rates in effect at period end. Revenue and expense items are translated using the average exchange rates for the period. Foreign currency translation adjustments are included in accumulated other comprehensive income, which is a component of stockholders’ equity.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency transaction gains and losses are included in other income, net on the consolidated statement of operations. We recognized </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of foreign currency transaction losses in </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of foreign currency transaction losses in </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of foreign currency transaction gains in </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Segment Reporting</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>three</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">New Accounting Pronouncements</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">Recently Adopted</span></div><div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In March 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases</span><span style="font-family:Arial Narrow;font-size:10pt;">, as a new Topic, ASC 842, which superseded ASC Topic 840, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases</span><span style="font-family:Arial Narrow;font-size:10pt;">, and sets forth the principles for the recognition, measurement, presentation, and disclosure of leases for lessees and lessors. ASU 2016-02 requires lessees to classify leases as either finance or operating leases and to record on the balance sheet a right-of-use asset and a lease liability, equal to the present value of the remaining lease payments, for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized using an effective interest rate method or on a straight-line basis over the term of the lease. In July 2018, the FASB issued ASU 2018-11, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases (Topic 842): Targeted Improvements</span><span style="font-family:Arial Narrow;font-size:10pt;">, which provides an optional transition method that allows entities to initially apply ASC 842 at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the adoption date. We adopted ASC 842 effective January 1, 2019 on a modified retrospective basis for existing leases using the transition method allowed by ASU 2018-11, which had no impact on our consolidated financial statements in the prior periods presented. The new lease standard had a material impact on our consolidated balance sheet upon adoption but did not impact our consolidated statement of operations. The most significant impact to our consolidated balance sheet is the recognition of ROU assets and lease liabilities for operating leases. The impact of the new lease standard on our consolidated balance sheet upon adoption follows:</span></div><div style="line-height:120%;padding-bottom:12px;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:47%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">ASC 842 </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Adjustment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">January 1, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>56,463</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>56,463</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued expenses and other current liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,207</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,557</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,650</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current maturities of operating lease liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation and other liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,875</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(536</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,339</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred lease incentives</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,693</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(13,693</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease liabilities, net of current portion</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>62,712</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>62,712</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In August 2018, the FASB issued ASU 2018-15, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract</span><span style="font-family:Arial Narrow;font-size:10pt;">. This update aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Capitalized implementation costs are amortized on a straight-line basis generally over the term of the service contract with the amortization recognized in the same financial statement line item as the fees related to the service contract. ASU 2018-15 is effective beginning January 1, 2020, with early adoption permitted. We adopted this ASU in the third quarter of 2019 on a prospective basis. In 2019, we capitalized an immaterial amount of implementation costs for cloud computing arrangements that are service contracts. The future impact of adoption of this ASU on our consolidated financial statements will depend on the magnitude of implementation costs we may incur to implement cloud computing arrangements that are service contracts.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">Not Yet Adopted</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In August 2018, the FASB issued ASU 2018-13, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, </span><span style="font-family:Arial Narrow;font-size:10pt;">which modifies certain disclosure requirements related to fair value measurements. ASU 2018-13 will be effective for us beginning January 1, 2020. We do not expect this guidance to have an impact on the amounts reported on our consolidated financial statements, and we will update our disclosures within the notes to our consolidated financial statements as required by ASU 2018-13. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In December 2019, the FASB issued ASU 2019-12, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. </span><span style="font-family:Arial Narrow;font-size:10pt;">ASU 2019-12 simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Income Taxes</span><span style="font-family:Arial Narrow;font-size:10pt;">, related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies other aspects of the accounting for franchise taxes and enacted changes in tax laws or tax rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 will be effective for us beginning January 1, 2021, with early adoption permitted. We are currently evaluating the potential impact this guidance will have on our consolidated financial statements.</span></div> The consolidated financial statements include the accounts of Huron Consulting Group Inc. and its subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated in consolidation. 2000000.0 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Use of Estimates</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and accompanying disclosures. Actual results may differ from these estimates and assumptions.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Revenue Recognition</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">We generate substantially all of our revenues from providing professional services to our clients. We also generate revenues from software licenses; software support and maintenance and subscriptions to our cloud-based analytic tools and solutions; speaking engagements; conferences; and publications. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, we allocate the total transaction price to each performance obligation based on its relative standalone selling price, which is determined based on our overall pricing objectives, taking into consideration market conditions and other factors.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Revenue is recognized when control of the goods and services provided are transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when we satisfy the performance obligations. </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">We typically satisfy our performance obligations for professional services over time as the related services are provided. The performance obligations related to software support and maintenance and subscriptions to our cloud-based analytic tools and solutions are typically satisfied evenly over the course of the service period. Other performance obligations, such as certain software licenses, speaking engagements, conferences, and publications, are satisfied at a point in time.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We generate our revenues under </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>four</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> types of billing arrangements: fixed-fee (including software license revenue); time-and-expense; performance-based; and software support, maintenance and subscriptions.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Culture and Organizational Excellence solution include fixed-fee partner contracts with multiple performance obligations, which primarily consist of coaching services, as well as speaking engagements, conferences, publications and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts, including speaking engagements, conferences and publications, are recognized at the time the goods or services are provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract. License revenue from our research administration and compliance software is generally recognized in the month in which the software is delivered.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publications purchased by our clients outside of Partner Contracts within our Culture and Organizational Excellence solution. We recognize revenues under time-and-expense arrangements as the related services or publications are provided, using the right to invoice practical expedient which allows us to recognize revenue in the amount that we have a right to invoice based on the number of hours worked and the agreed upon hourly rates or the value of the speaking engagements, conferences or publications purchased by our clients.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We enter into performance-based engagements in essentially two forms. First, we generally earn fees that are directly related to the savings formally acknowledged by the client as a result of adopting our recommendations for improving operational and cost effectiveness in the areas we review. Second, we have performance-based engagements in which we earn a success fee when and if certain predefined outcomes occur. We recognize revenue under performance-based billing arrangements using the following steps: 1) estimate variable consideration using a probability-weighted assessment of the fees to be earned, 2) apply a constraint to the estimated variable consideration to limit the amount that could be reversed when the uncertainty is resolved (the “constraint”), and 3) recognize revenue of estimated variable consideration, net of the constraint, based on work completed to-date versus our estimates of the total services to be provided under the engagement.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. Software support, maintenance and subscription revenues are recognized ratably over the support or subscription period. These fees are generally billed in advance and included in deferred revenues until recognized.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts. </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;">Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses. Under fixed-fee billing arrangements, we estimate the total amount of reimbursable expenses to be incurred over the course of the engagement and recognize the estimated amount as revenue using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Under time-and-expense billing arrangements we recognize reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. When billings do not specifically identify reimbursable expenses, we allocate the portion of the billings equivalent to these expenses to reimbursable expenses.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Revenues recognized, but for which we are not yet entitled to bill because certain events, such as the completion of the measurement period or client approval, must occur, are recorded as contract assets </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">and included within unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable engagement agreement. </span></div> 4 <div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Capitalized Sales Commissions</span></div>Sales commissions earned by our sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions with an expected amortization period greater than one year are deferred and amortized on a straight-line basis over the period of the associated contract. We elected to apply the practical expedient to expense sales commissions as incurred when the expected amortization period is one year or less. Amortization expense is recorded to direct costs. 300000 200000 800000 400000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Allowances for Doubtful Accounts and Unbilled Services</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. These estimates may differ from actual results. If the financial condition of a client deteriorates in the future, impacting the client’s ability to make payments, an increase to our allowance might be required or our allowance may not be sufficient to cover actual write-offs.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Direct Costs and Reimbursable Expenses</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Direct costs and reimbursable expenses consist primarily of revenue-generating employee compensation and their related benefits and share-based compensation costs; as well as commissions, the cost of outside consultants or subcontractors assigned to revenue-generating activities, technology costs, other third-party costs directly attributable to our revenue-generating activities, and direct expenses to be reimbursed by clients. Direct costs and reimbursable expenses incurred on engagements are expensed in the period incurred.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Cash and Cash Equivalents</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We consider all highly liquid investments, including overnight investments and commercial paper, with original maturities of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>three months</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> or less to be cash equivalents.</span></div> P3M <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Concentrations of Credit Risk</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">To the extent receivables from clients become delinquent, collection activities commence. No single client balance is considered large enough to pose a material credit risk. The allowances for doubtful accounts and unbilled services are based upon the expected ability to collect accounts receivable and bill and collect unbilled services. Management does not anticipate incurring losses on accounts receivable in excess of established allowances. See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">19</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Segment Information” for concentration of accounts receivable and unbilled services.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We hold our cash in accounts at multiple third-party financial institutions. These deposits, at times, may exceed federally insured limits. We review the credit ratings of these financial institutions, regularly monitor the cash balances in these accounts, and adjust the balances as appropriate. However, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Long-term Investments</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Our long-term investments consist of our convertible debt investment in Shorelight Holdings, LLC ("Shorelight") and preferred stock investment in Medically Home Group, Inc. ("Medically Home"). </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We classified the convertible debt investment in Shorelight as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. The investment is carried at fair value with unrealized holding gains and losses reported in other comprehensive income. If the investment is in an unrealized loss position, we assess whether the investment is other-than-temporarily impaired. We consider impairments to be other-than-temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. We have not identified any other-than-temporary impairments for our convertible debt investment. In the event there are realized gains and losses or declines in value judged to be other-than-temporary, we will record the amount in earnings. </span></div>We classified the preferred stock investment in Medically Home as an equity security without a readily determinable value at the time of purchase and reevaluate such classification as of each balance sheet date. We elected the measurement alternative to value this equity security without a readily determinable fair value. Under the measurement alternative, the investment is recorded at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. Any unrealized holding gains and losses resulting from observable price changes are recorded in our consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment. <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Property and Equipment</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment are recorded at cost, less accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the estimated useful lives of the assets. Software, computers, and related equipment are depreciated over an estimated useful life of two to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>four years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Furniture and fixtures are depreciated over </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>five years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Aircraft are depreciated over </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>ten years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the initial term of the lease.</span></div> P4Y P5Y P10Y <div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Leases</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We determine if an arrangement contains a lease and the classification of such lease at inception. As of December 31, 2019, all of our material leases are classified as operating leases; we have not entered into any material finance leases. For all operating leases with an initial term greater than 12 months, we recognize an operating lease right-of-use ("ROU") asset and operating lease liability. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date and provided by the administrative agent for our senior secured credit facility in determining the present value of lease payments. Operating lease ROU assets exclude lease incentives. We elected the practical expedient to combine lease and nonlease components. Certain lease agreements contain variable lease payments that do not depend on an index or rate. These variable lease payments are not included in the calculation of the operating lease ROU asset and operating lease liability; instead, they are expensed as incurred. Our leases may contain options to extend or terminate the lease, and we include these terms in our calculation of the operating lease ROU asset and operating lease liability when it is reasonably certain that we will exercise the option.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease expense is recognized on a straight-line basis over the lease term and recorded within selling, general and administrative expenses on our consolidated statement of operations. In accordance with our accounting policy for impairment of long-lived assets, operating lease ROU assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. We evaluate the recoverability of the asset group based on forecasted undiscounted cash flows. See Note 5 "Leases" for additional information on our leases, including the lease impairment charges recorded in 2019.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Software Development Costs</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We incur internal and external software development costs related to our cloud computing applications and software for internal use. We capitalize these software development costs incurred during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Once the project is substantially complete and ready for its intended use these costs are amortized on a straight-line basis over the technology's estimated useful life. Acquired technology assets are initially recorded at fair value and amortized on a straight-line basis over the estimated useful life.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Development costs related to software products that will be sold, leased, or otherwise marketed are expensed until technological feasibility has been established. Thereafter and until the software is available for general release to customers, these software development costs are capitalized and subsequently reported at the lower of unamortized cost or net realizable value. These capitalized development costs are </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">amortized in proportion to current and future revenue for each product with an annual minimum equal to the straight-line amortization over the remaining estimated economic life of the product. We did not capitalize any development costs for this type of software during 2019 or 2018.</span></div>We classify capitalized software development costs, which primarily relate to cloud computing applications and software for internal use, as other non-current assets on our consolidated balance sheet. 21500000 5900000 10200000 2900000 3000000.0 1400000 800000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Intangible Assets Other Than Goodwill</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Identifiable intangible assets are amortized over their expected useful lives using a method that reflects the economic benefit expected to be derived from the assets or on a straight-line basis. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Impairment of Long-Lived Assets</span></div>Long-lived assets, including property and equipment, right-of-use assets, and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a significant decline in forecasted operating results over an extended period of time. We evaluate the recoverability of long-lived assets based on forecasted undiscounted cash flows. <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill</span></div><span style="font-family:Arial Narrow;font-size:10pt;">For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. We are required to test goodwill for impairment, at the reporting unit level, annually and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. We have </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>six</span></span> reporting units: Healthcare, Education, Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences. The Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences reporting units make up our Business Advisory operating segment.  6 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Combinations</span></div><span style="font-family:Arial Narrow;font-size:10pt;">We use the acquisition method of accounting for business combinations</span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">.</span> Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of tangible and intangible assets acquired and liabilities assumed. Contingent consideration, which is primarily based on the business achieving certain performance targets, is recognized at its fair value on the acquisition date, and changes in fair value are recognized in earnings until settled. <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Income Taxes</span></div>Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. We have elected to recognize the tax expense related to Global Intangible Low-Taxed Income ("GILTI") as a period expense in the period the tax is incurred. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets. <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Share-Based Compensation</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Share-based compensation cost is measured based on the grant date fair value of the respective awards. We generally recognize share-based compensation ratably using the straight-line attribution method; however, for those awards with performance criteria and graded vesting features, we use the graded vesting attribution method. It is our policy to account for forfeitures as they occur.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sponsorship and Advertising Costs</span></div>Sponsorship and advertising costs are expensed as incurred. 8400000 7900000 6600000 250000000 0.0125 At issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using the effective interest method over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification. Refer to Note <span style="font-family:Arial Narrow;font-size:10pt;">7</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Financing Arrangements” for further information regarding the Convertible Notes.</span><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Debt Issuance Costs</span></div>We amortize the costs we incur to obtain debt financing over the contractual life of the related debt using the effective interest method for non-revolving debt and the straight-line method for revolving debt. The amortization expense is included in interest expense, net of interest income in our statement of operations. Unamortized debt issuance costs attributable to our revolving credit facility are included as a component of other non-current assets. Unamortized debt issuance costs attributable to our Convertible Notes were recorded as a deduction from the carrying amount of the debt liability. <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Foreign Currency</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Assets and liabilities of foreign subsidiaries whose functional currency is not the United States Dollar (USD) are translated into the USD using the exchange rates in effect at period end. Revenue and expense items are translated using the average exchange rates for the period. Foreign currency translation adjustments are included in accumulated other comprehensive income, which is a component of stockholders’ equity.</span></div>Foreign currency transaction gains and losses are included in other income, net on the consolidated statement of operations. 200000 -500000 -400000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Segment Reporting</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>three</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education. </span></div> 3 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">New Accounting Pronouncements</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">Recently Adopted</span></div><div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In March 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases</span><span style="font-family:Arial Narrow;font-size:10pt;">, as a new Topic, ASC 842, which superseded ASC Topic 840, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases</span><span style="font-family:Arial Narrow;font-size:10pt;">, and sets forth the principles for the recognition, measurement, presentation, and disclosure of leases for lessees and lessors. ASU 2016-02 requires lessees to classify leases as either finance or operating leases and to record on the balance sheet a right-of-use asset and a lease liability, equal to the present value of the remaining lease payments, for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized using an effective interest rate method or on a straight-line basis over the term of the lease. In July 2018, the FASB issued ASU 2018-11, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases (Topic 842): Targeted Improvements</span><span style="font-family:Arial Narrow;font-size:10pt;">, which provides an optional transition method that allows entities to initially apply ASC 842 at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the adoption date. We adopted ASC 842 effective January 1, 2019 on a modified retrospective basis for existing leases using the transition method allowed by ASU 2018-11, which had no impact on our consolidated financial statements in the prior periods presented. The new lease standard had a material impact on our consolidated balance sheet upon adoption but did not impact our consolidated statement of operations. The most significant impact to our consolidated balance sheet is the recognition of ROU assets and lease liabilities for operating leases. The impact of the new lease standard on our consolidated balance sheet upon adoption follows:</span></div><div style="line-height:120%;padding-bottom:12px;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:47%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">ASC 842 </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Adjustment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">January 1, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>56,463</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>56,463</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued expenses and other current liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,207</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,557</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,650</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current maturities of operating lease liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation and other liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,875</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(536</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,339</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred lease incentives</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,693</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(13,693</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease liabilities, net of current portion</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>62,712</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>62,712</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In August 2018, the FASB issued ASU 2018-15, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract</span><span style="font-family:Arial Narrow;font-size:10pt;">. This update aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Capitalized implementation costs are amortized on a straight-line basis generally over the term of the service contract with the amortization recognized in the same financial statement line item as the fees related to the service contract. ASU 2018-15 is effective beginning January 1, 2020, with early adoption permitted. We adopted this ASU in the third quarter of 2019 on a prospective basis. In 2019, we capitalized an immaterial amount of implementation costs for cloud computing arrangements that are service contracts. The future impact of adoption of this ASU on our consolidated financial statements will depend on the magnitude of implementation costs we may incur to implement cloud computing arrangements that are service contracts.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">Not Yet Adopted</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In August 2018, the FASB issued ASU 2018-13, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, </span><span style="font-family:Arial Narrow;font-size:10pt;">which modifies certain disclosure requirements related to fair value measurements. ASU 2018-13 will be effective for us beginning January 1, 2020. We do not expect this guidance to have an impact on the amounts reported on our consolidated financial statements, and we will update our disclosures within the notes to our consolidated financial statements as required by ASU 2018-13. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In December 2019, the FASB issued ASU 2019-12, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. </span><span style="font-family:Arial Narrow;font-size:10pt;">ASU 2019-12 simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Income Taxes</span><span style="font-family:Arial Narrow;font-size:10pt;">, related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies other aspects of the accounting for franchise taxes and enacted changes in tax laws or tax rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 will be effective for us beginning January 1, 2021, with early adoption permitted. We are currently evaluating the potential impact this guidance will have on our consolidated financial statements.</span></div> The impact of the new lease standard on our consolidated balance sheet upon adoption follows:<div style="line-height:120%;padding-bottom:12px;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:47%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">ASC 842 </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Adjustment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">January 1, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>56,463</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>56,463</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued expenses and other current liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,207</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,557</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,650</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current maturities of operating lease liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation and other liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,875</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(536</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,339</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred lease incentives</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,693</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(13,693</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease liabilities, net of current portion</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>62,712</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>62,712</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 0 56463000 56463000 17207000 -2557000 14650000 0 10537000 10537000 20875000 -536000 20339000 13693000 -13693000 0 0 62712000 62712000 Acquisitions<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">During the twelve months ended December 31, 2019 and 2018, we completed no acquisitions that were significant to our consolidated financial statements individually or in the aggregate.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Pope Woodhead and Associates Limited</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On January 9, 2017, we completed our acquisition of Pope Woodhead and Associates Limited ("Pope Woodhead"), a U.K.-based consulting firm providing market access capabilities to assist clients in developing value propositions for innovative medicines and technologies. The acquisition expands our life sciences strategy expertise and strengthens our ability to lead clients through complex payer and regulatory environments. Pope Woodhead's results of operations have been included in our consolidated financial statements and the results of operations of our Business Advisory segment from the date of acquisition.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">ADI Strategies, Inc.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On April 1, 2017, we completed our acquisition of the international assets of ADI Strategies, Inc. ("ADI Strategies") in Dubai and India. We acquired the U.S. assets of ADI Strategies in the second quarter of 2016. ADI Strategies is a leading enterprise performance management, risk management and business intelligence firm. The international results of operations of ADI Strategies have been included in our consolidated financial statements and results of operations of the Business Advisory segment from the date of acquisition. During the second quarter of 2018, we sold our Middle East practice, which primarily consisted of the international assets of the ADI Strategies acquisition, to a former employee who was the practice leader of that business at the time.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The acquisitions of ADI Strategies and Pope Woodhead are not significant to our consolidated financial statements individually or in the aggregate as of and for the twelve months ended December 31, 2017.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Innosight Holdings, LLC </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">March 1, 2017</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;">, we acquired </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>100%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the membership interests of Innosight Holdings, LLC ("Innosight"). Innosight is a growth strategy firm focused on helping companies navigate disruptive change and manage strategic transformation. Together with Innosight, we use our strategic, operational, and technology capabilities to help clients across multiple industries develop pioneering solutions to address disruption and achieve sustained growth.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The acquisition date fair value of the consideration transferred for Innosight was $113.6 million, which consisted of the following:</span></div><div style="line-height:120%;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:82%;"/><td style="width:1%;"/><td style="width:16%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair value of consideration transferred</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"> March 1, 2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Cash</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>90,725</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Common stock</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,560</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Contingent consideration liability</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,050</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net working capital adjustment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,272</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total consideration transferred</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>113,607</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We funded the cash component of the purchase price with cash on hand and borrowings of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$89.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> under our senior secured credit facility. We issued </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>221,558</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares of our common stock as part of the consideration transferred, with an acquisition date fair value of </span><span style="font-family:Arial Narrow;font-size:10pt;">$9.6 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> based on our common stock's closing price of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$43.15</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> on the date of acquisition. The contingent consideration liability of $12.1 million represents the acquisition date fair value of the contingent consideration arrangement, pursuant to which we may be required to pay additional consideration to the sellers if specific financial performance targets are met over a four-year term. The maximum amount of contingent consideration that may be paid is </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$35.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">13</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Fair Value of Financial Instruments" for additional information on the valuation of contingent consideration liabilities. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The acquisition was accounted for using the acquisition method of accounting. Tangible and identifiable intangible assets acquired and liabilities assumed were recorded at fair value as of the acquisition date. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the acquisition date.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:82%;"/><td style="width:1%;"/><td style="width:16%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">March 1, 2017</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets acquired:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accounts receivable</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,752</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unbilled services</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,881</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prepaid expenses and other current assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>468</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>419</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Intangible assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,015</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities assumed:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accounts payable</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>531</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued expenses and other current liabilities</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>894</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued payroll and related benefits</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>883</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred revenues</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>30</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total identifiable net assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>26,197</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>87,410</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total purchase price</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>113,607</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="6"/></tr><tr><td style="width:65%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Useful Life in</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Years</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer relationships</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,500</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6</span></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Trade name</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6</span></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer contracts</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,000</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1</span></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Non-compete agreements</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,300</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5</span></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Favorable lease contract</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>215</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1</span></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total intangible assets subject to amortization</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,015</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The weighted average amortization period for the identifiable intangible assets shown above is </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>5.6</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> years. Customer relationships and customer contracts represent the fair values of the underlying relationships and agreements with Innosight customers. The trade name represents the fair value of the brand and name recognition associated with the marketing of Innosight's service offerings. Non-compete agreements represent the value derived from preventing certain Innosight executives from entering into or starting a similar, competing business. The favorable lease contract represents the difference between the fair value and minimum lease obligations under the current outstanding lease. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed, and largely reflects the expanded market opportunities expected from combining the service offerings of Huron and Innosight, as well as the assembled workforce of Innosight. Goodwill recognized in conjunction with the acquisition of Innosight was recorded in the Business Advisory segment. Goodwill of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$87.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> is expected to be deductible for income tax purposes.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Innosight’s results of operations have been included in our consolidated statements of operations and results of operations of our Business Advisory segment from the date of acquisition. For the year ended December 31, 2017, revenues from Innosight were </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$34.3 million</span></span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">and operating loss was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, which included </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$3.4 million</span></span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">of amortization expense for intangible assets acquired. In connection with the acquisition of Innosight, we incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.7 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of transaction and acquisition-related expenses in 2017. These costs are recorded in selling, general and administrative expenses.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following unaudited supplemental pro forma information summarizes the combined results of operations of Huron and Innosight as though the companies were combined on January 1, 2016.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:82%;"/><td style="width:1%;"/><td style="width:16%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended <br/>December 31, 2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>741,695</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(167,346</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations per share - basic</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.79</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations per share - diluted</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.79</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The historical financial information has been adjusted to give effect to pro forma adjustments consisting of intangible asset amortization expense, acquisition-related costs, interest expense, and the related income tax effects. The unaudited pro forma information above includes adjustments to include additional expense of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the year ended December 31, 2017. Additionally, the historical financial information has been adjusted to give effect to the shares issued as consideration. All of these adjustments are based upon currently available information and certain assumptions. Therefore, the pro forma consolidated results are not necessarily indicative of what our consolidated results of operations actually would have been had we completed the acquisition on January 1, 2016. The historical results included in the pro forma consolidated results do not purport to project future results of operations of the combined companies nor do they reflect the expected realization of any cost savings or revenue synergies associated with the acquisition.</span></div> 2017-03-01 1 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The acquisition date fair value of the consideration transferred for Innosight was $113.6 million, which consisted of the following:</span></div><div style="line-height:120%;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:82%;"/><td style="width:1%;"/><td style="width:16%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair value of consideration transferred</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"> March 1, 2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Cash</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>90,725</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Common stock</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,560</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Contingent consideration liability</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,050</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net working capital adjustment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,272</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total consideration transferred</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>113,607</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 90725000 9560000 12050000 -1272000 113607000 89000000.0 221558 43.15 35000000.0 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the acquisition date.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:82%;"/><td style="width:1%;"/><td style="width:16%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">March 1, 2017</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets acquired:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accounts receivable</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,752</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unbilled services</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,881</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prepaid expenses and other current assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>468</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>419</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Intangible assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,015</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities assumed:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accounts payable</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>531</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued expenses and other current liabilities</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>894</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued payroll and related benefits</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>883</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred revenues</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>30</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total identifiable net assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>26,197</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>87,410</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total purchase price</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>113,607</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 7752000 1881000 468000 419000 18015000 531000 894000 883000 30000 26197000 87410000 113607000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="6"/></tr><tr><td style="width:65%;"/><td style="width:1%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Useful Life in</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Years</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer relationships</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,500</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6</span></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Trade name</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6</span></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer contracts</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,000</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1</span></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Non-compete agreements</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,300</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5</span></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Favorable lease contract</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>215</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1</span></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total intangible assets subject to amortization</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,015</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 9500000 P6Y 6000000 P6Y 1000000 P1Y 1300000 P5Y 215000 P1Y 18015000 P5Y7M6D 87400000 34300000 -900000 3400000 1700000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following unaudited supplemental pro forma information summarizes the combined results of operations of Huron and Innosight as though the companies were combined on January 1, 2016.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:82%;"/><td style="width:1%;"/><td style="width:16%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended <br/>December 31, 2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>741,695</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(167,346</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations per share - basic</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.79</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations per share - diluted</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.79</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 741695000 -167346000 -7.79 -7.79 600000 Goodwill and Intangible Assets<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:95.51656920077973%;border-collapse:collapse;text-align:left;"><tr><td colspan="17"/></tr><tr><td style="width:48%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Advisory</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2017:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636,810</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>302,187</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,041,826</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated impairment losses</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(208,081</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(187,995</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(396,076</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill, net as of December 31, 2017</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>428,729</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>114,192</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>645,750</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill recorded in connection with a business combination</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>186</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>186</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(673</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(673</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2018:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636,810</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>301,700</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,041,339</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated impairment losses</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(208,081</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(187,995</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(396,076</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill, net as of December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>428,729</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>113,705</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>645,263</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill recorded in connection with a business combination </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,060</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,060</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>357</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>357</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2019:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636,810</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>302,057</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>103,889</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,042,756</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated impairment losses</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(208,081</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(187,995</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(396,076</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill, net as of December 31, 2019:</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>428,729</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>114,062</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>103,889</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>646,680</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On September 30, 2019, we completed the acquisition of a business in our Education segment. The results of operations of the acquired business is included in our consolidated financial statements and results of operations of our Education segment from the date of acquisition. This acquisition is not significant to our consolidated financial statements.</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019 Annual Goodwill Impairment Test</span></div><div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Pursuant to our policy, we performed our annual goodwill impairment test as of November 30, 2019 on our five reporting units with goodwill balances: Healthcare, Education, Business Advisory, Strategy and Innovation, and Life Sciences. We performed a quantitative impairment test for Strategy and Innovation as the reporting unit is a relatively new business resulting from an acquisition in 2017 and also fell slightly short of internal financial expectations in 2019. We performed qualitative assessments over the Healthcare, Education, Business Advisory, and Life Sciences reporting units to determine if it was more likely than not the respective fair values of these reporting units were less than their carrying amounts, including goodwill.</span></div><div style="line-height:120%;padding-bottom:10px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">For the Strategy and Innovation reporting unit, we reviewed goodwill for impairment by comparing the fair value of the reporting unit to its carrying value, including goodwill. In estimating the fair value of the reporting unit, we relied on a combination of the income approach and the market approach utilizing the guideline company method, with a fifty-fifty weighting. Based on the results of the goodwill impairment test, we determined the fair value of Strategy and Innovation reporting unit exceeded its carrying value by </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>41%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. As such, we concluded that there is no indication of goodwill impairment for the reporting unit. </span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;">For our qualitative assessment of the Healthcare, Education, Business Advisory and Life Sciences reporting units, we considered the most recent quantitative analysis performed for these reporting units, which was as of November 30, 2017, including the key assumptions used within that analysis, the indicated fair values, and the amount by which those fair values exceeded their carrying amounts. One of the key assumptions used within the prior quantitative analysis was our internal financial projections; therefore, we considered the actual performance of each reporting unit during 2019 and 2018 compared to the internal financial projections used, as well as specific outlooks for each reporting unit based on our most recent internal financial projections. We also considered the market-based valuation multiples used in the market approach within our prior quantitative analysis, which were derived from guideline companies, and noted that the valuation multiples generally increased compared to November 30, 2017. We also reviewed the current carrying value of each reporting unit in comparison to the carrying values as of the prior quantitative analysis. In addition, we considered various factors, including macroeconomic conditions, relevant industry and market trends for each reporting unit, and other entity-specific events, that could indicate a potential change in the fair value of our reporting units or the composition of their carrying values. Based on our assessments, we determined that it was more likely than not that the fair values of the Healthcare, Education, Business Advisory and Life Sciences reporting units exceeded their respective carrying amounts. As such, the goodwill for these reporting units was not considered impaired as of November 30, 2019, and a quantitative goodwill impairment analysis was not necessary.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Further, we evaluated whether any events occurred or any circumstances changed since November 30, 2019 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2019, we determined that no indications of impairment arose since our annual goodwill impairment test. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The results of an impairment analysis are as of a point in time. There is no assurance that the actual future earnings or cash flows of our reporting units will be consistent with our projections. We will monitor any changes to our assumptions and will evaluate goodwill as deemed warranted during future periods. Any significant decline in our operations could result in non-cash goodwill impairment charges.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017 Goodwill Impairment Charges</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">Healthcare</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">During the second quarter of 2017, we performed a goodwill impairment analysis for our Healthcare reporting unit as our Healthcare business was experiencing a prolonged period of declining revenues at the time, primarily driven by softness in our revenue cycle offering within our performance improvement solution. This softness was attributable to decreased demand for our services, the winding down of some of our larger projects, and a trend toward smaller projects, as well as fewer large integrated projects. Based on forecasts prepared in the second quarter of 2017 in connection with our quarterly forecasting cycle, we determined that the likely time frame to improve the financial results of this segment would take longer than originally anticipated. As such, we concluded, during the second quarter of 2017, that the fair value of the Healthcare reporting unit may no longer exceed its carrying value. In connection with the preparation of our financial statements for the quarter ended June 30, 2017, we performed an interim impairment test on the Healthcare reporting unit.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Our goodwill impairment test was performed by comparing the fair value of the Healthcare reporting unit to its carrying value and recognizing an impairment charge for the amount by which the carrying value exceeded the fair value. To estimate the fair value of the Healthcare reporting unit, we relied on a combination of the income approach and the market approach, utilizing the guideline company method, with a fifty-fifty weighting. Based on the estimated fair value of the Healthcare reporting unit, we recorded a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$208.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> non-cash pretax goodwill impairment charge in 2017 to reduce the carrying value of goodwill in our Healthcare reporting unit.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">Enterprise Solutions and Analytics</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Our Enterprise Solutions and Analytics reporting unit was established with the acquisition of Blue Stone International, LLC in 2013. Since that time, we completed five additional business acquisitions within the reporting unit, most recently the acquisitions of the U.S. assets and international assets of ADI Strategies in May 2016 and April 2017, respectively. We record the assets acquired and liabilities assumed in business combinations, including identifiable intangible assets, at their estimated fair values as of the acquisition date, and goodwill is recorded as the excess of the fair value of consideration transferred, including any contingent consideration, over the fair value of the net assets acquired. Therefore, the initial accounting for an acquisition results in its fair value equaling its carrying value. Due to this reporting unit’s relatively low headroom, in the event that the financial performance of the reporting unit did not meet our expectations during 2017, we could be required to take a non-cash impairment charge as a result of any goodwill impairment test. During the first three quarters of 2017, </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">the performance of Enterprise Solutions and Analytics continued to reasonably meet our expectations. However, both revenues and operating margin during the fourth quarter of 2017 fell short of our expectations resulting in a reduction in workforce within the reporting unit during that quarter. Further, in connection with our annual budget process for 2018, which coincided with our annual goodwill impairment test during the fourth quarter of 2017, we determined that the reporting unit's expected future revenue growth rates and operating margin would be lower than previously anticipated for this reporting unit. As a result, our goodwill impairment test indicated that the fair value of the Enterprise Solutions and Analytics reporting unit no longer exceeded its carrying value. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Our goodwill impairment test was performed by comparing the fair value of the Enterprise Solutions and Analytics reporting unit to its carrying value and recognizing an impairment charge for the amount by which the carrying value exceeded the fair value. To estimate the fair value of the Enterprise Solutions and Analytics reporting unit, we relied on a combination of the income approach and the market approach, utilizing the guideline company method, with a fifty-fifty weighting. Based on the estimated fair value of the Enterprise Solutions and Analytics reporting unit, we recorded a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$45.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> non-cash pretax goodwill impairment charge to reduce the carrying value of this reporting unit's goodwill to zero. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Intangible Assets</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Intangible assets as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> consisted of the following: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="18"/></tr><tr><td style="width:29%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Useful Life</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">in Years</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Gross</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Carrying</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amount</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Accumulated</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amortization</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Gross</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Carrying</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amount</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Accumulated</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amortization</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer relationships</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">3 to 13</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>87,577</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>61,882</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>98,235</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>60,462</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Trade names</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">5 to 6</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>28,930</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25,894</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>28,930</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,181</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Technology and software</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">3 to 5</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,694</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,321</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,694</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,842</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Non-competition agreements</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5</span></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,220</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,447</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,650</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,241</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer contracts</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>800</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>52</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Favorable lease contract</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3</span></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>720</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>646</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>125,221</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>93,596</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>137,229</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>89,372</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Identifiable intangible assets with finite lives are amortized over their estimated useful lives. Customer relationships and customer contracts, as well as certain trade names and technology and software, are amortized on an accelerated basis to correspond to the cash flows expected to be derived from the assets. All other intangible assets with finite lives are amortized on a straight-line basis.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Intangible assets amortization expense was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$17.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$24.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$35.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. The table below sets forth the estimated annual amortization expense for each of the five succeeding years for the intangible assets recorded as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div><div style="line-height:120%;padding-top:12px;text-align:center;padding-left:0px;text-indent:0px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:78%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:19%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ending December 31,</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Estimated </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amortization Expense</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,638</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,379</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,111</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,512</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2024</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>741</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Actual future amortization expense could differ from these estimated amounts as a result of future acquisitions, dispositions, and other factors. </span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:95.51656920077973%;border-collapse:collapse;text-align:left;"><tr><td colspan="17"/></tr><tr><td style="width:48%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Advisory</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2017:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636,810</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>302,187</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,041,826</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated impairment losses</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(208,081</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(187,995</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(396,076</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill, net as of December 31, 2017</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>428,729</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>114,192</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>645,750</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill recorded in connection with a business combination</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>186</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>186</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(673</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(673</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2018:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636,810</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>301,700</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,041,339</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated impairment losses</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(208,081</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(187,995</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(396,076</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill, net as of December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>428,729</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>113,705</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>102,829</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>645,263</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill recorded in connection with a business combination </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,060</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,060</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>357</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>357</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2019:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636,810</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>302,057</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>103,889</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,042,756</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated impairment losses</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(208,081</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(187,995</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(396,076</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Goodwill, net as of December 31, 2019:</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>428,729</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>114,062</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>103,889</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>646,680</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On September 30, 2019, we completed the acquisition of a business in our Education segment. The results of operations of the acquired business is included in our consolidated financial statements and results of operations of our Education segment from the date of acquisition. This acquisition is not significant to our consolidated financial statements.</span></div></td></tr></table> 636810000 302187000 102829000 1041826000 208081000 187995000 0 396076000 428729000 114192000 102829000 645750000 0 186000 0 186000 0 -673000 0 -673000 636810000 301700000 102829000 1041339000 208081000 187995000 0 396076000 428729000 113705000 102829000 645263000 0 0 1060000 1060000 0 357000 0 357000 636810000 302057000 103889000 1042756000 208081000 187995000 0 396076000 428729000 114062000 103889000 646680000 0.41 208100000 45000000.0 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Intangible assets as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> consisted of the following: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="18"/></tr><tr><td style="width:29%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Useful Life</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">in Years</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Gross</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Carrying</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amount</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Accumulated</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amortization</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Gross</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Carrying</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amount</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Accumulated</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amortization</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer relationships</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">3 to 13</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>87,577</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>61,882</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>98,235</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>60,462</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Trade names</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">5 to 6</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>28,930</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25,894</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>28,930</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,181</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Technology and software</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">3 to 5</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,694</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,321</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,694</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,842</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Non-competition agreements</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5</span></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,220</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,447</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,650</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,241</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Customer contracts</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>800</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>52</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Favorable lease contract</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3</span></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>720</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>646</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>125,221</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>93,596</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>137,229</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>89,372</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 87577000 61882000 98235000 60462000 28930000 25894000 28930000 23181000 5694000 4321000 5694000 2842000 P5Y 2220000 1447000 3650000 2241000 P2Y 800000 52000 0 0 P3Y 0 0 720000 646000 125221000 93596000 137229000 89372000 17800000 24000000.0 35000000.0 The table below sets forth the estimated annual amortization expense for each of the five succeeding years for the intangible assets recorded as of <span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="line-height:120%;padding-top:12px;text-align:center;padding-left:0px;text-indent:0px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:78%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:19%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ending December 31,</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Estimated </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Amortization Expense</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,638</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,379</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,111</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,512</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2024</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>741</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 12638000 8379000 6111000 3512000 741000 Leases<div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We lease office space, data centers and certain equipment under operating leases expiring on various dates through 2029, with various renewal options that can extend the lease terms by one to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>ten years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Our operating leases include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of real estate taxes, insurance and </span></div><div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">operating expenses. We exclude these variable payments from the measurements of our lease liabilities and expense them as incurred. We elected the practical expedient to combine lease and nonlease components. No lease agreements contain any residual value guarantees or material restrictive covenants. As of December 31, 2019, we have not entered into any material finance leases. We sublease certain office spaces to third parties resulting from restructuring activities in certain locations. </span></div><div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use ("ROU") assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. First, we test the asset group for recoverability by comparing the undiscounted cash flows of the asset group, which include expected future lease and nonlease payments under the lease agreement offset by expected sublease income, to the carrying amount of the asset group. If the first step of the long-lived asset impairment test concludes that the carrying amount of the asset group is not recoverable, we perform the second step of the long-lived asset impairment test by comparing the fair value of the asset group to its carrying amount and recognizing a lease impairment charge for the amount by which the carrying amount exceeds the fair value. To estimate the fair value of the asset group, we rely on a discounted cash flow approach using market participant assumptions of the expected cash flows and discount rate. During 2019, we recorded </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of lease impairment charges for office spaces vacated during the year, of which </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was allocated to the operating lease ROU assets and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was allocated to the leasehold improvements based on their relative carrying amounts. The </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> lease impairment charge was recognized in restructuring charges on our consolidated statement of operations. See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">11</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Restructuring Charges" for additional information on our restructuring activities. </span></div><div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In the fourth quarter of 2019, we entered into an amendment to the office lease agreement for our principal executive offices in Chicago, Illinois, which resulted in a non-cash gain on lease modification of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. </span><span><span style="font-family:Arial Narrow;">Among other items, this amendment i) extends the term of the lease from September 30, 2024 to September 30, 2029; ii) provides a renewal option to extend the lease for an additional five year period to September 30, 2034; iii) terminates the lease with respect to certain leased spaces previously vacated; iv) provides abatement of certain future base rent payments and our pro rata share of operating expenses and taxes; and v) provides a one-time cash payment from the lessor as an incentive.</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-bottom:10px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additional information on our operating leases as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> follows.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:79%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance Sheet</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>54,954</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current maturities of operating lease liabilities</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,469</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease liabilities, net of current portion</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69,233</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total lease liabilities</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>76,702</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:80%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Lease Cost</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended <br/>December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease cost</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,883</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Short-term leases </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>322</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Variable lease costs</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,656</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Sublease income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,638</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Net lease cost </span><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)(3)(4)</sup></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,223</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Includes variable lease costs related to short-term leases.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(2)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net lease cost includes </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, recorded as restructuring charges as they relate to vacated office spaces. See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">11</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Restructuring Charges" for additional information on our vacated office spaces. </span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(3)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net lease cost includes </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, related to vacated office spaces directly related to discontinued operations.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(4)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Rent expense, including operating expenses, real estate taxes and insurance, recorded under ASC 840 for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$15.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$14.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively.</span></div></td></tr></table><div style="line-height:120%;padding-bottom:12px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the remaining expected lease payments under our operating leases as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:80%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Future Lease Payments</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31,<br/>2019</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,772</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,039</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,502</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,470</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2024</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,893</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Thereafter</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>35,211</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total operating lease payments</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>90,887</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Less: imputed interest</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(14,185</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Present value of operating lease liabilities</span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt"> </sup></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>76,702</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;padding-bottom:12px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the future minimum rental commitments, as defined by ASC 840, under our non-cancelable operating leases as of December 31, 2018.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:80%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Lease Payments</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2019</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,701</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,724</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,590</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,766</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,707</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Thereafter</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,033</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>86,521</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1) </span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of December 31, 2018, the expected total future minimum sublease income to be received was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$10.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div></td></tr></table><div style="line-height:120%;padding-left:4px;padding-top:4px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:79%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Other Information</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended <br/>December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Cash paid for operating lease liabilities</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,902</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets obtained in exchange for operating lease liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,842</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average remaining lease term - operating leases</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7.7 years</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average discount rate - operating leases</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4.3</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> P10Y 800000 600000 200000 800000 800000 Among other items, this amendment i) extends the term of the lease from September 30, 2024 to September 30, 2029; ii) provides a renewal option to extend the lease for an additional five year period to September 30, 2034; iii) terminates the lease with respect to certain leased spaces previously vacated; iv) provides abatement of certain future base rent payments and our pro rata share of operating expenses and taxes; and v) provides a one-time cash payment from the lessor as an incentive. <div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:79%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance Sheet</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>54,954</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current maturities of operating lease liabilities</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,469</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease liabilities, net of current portion</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69,233</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total lease liabilities</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>76,702</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span> 54954000 7469000 69233000 76702000 <div style="line-height:120%;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:80%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Lease Cost</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended <br/>December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease cost</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,883</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Short-term leases </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>322</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Variable lease costs</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,656</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Sublease income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,638</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Net lease cost </span><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)(3)(4)</sup></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,223</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Includes variable lease costs related to short-term leases.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(2)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net lease cost includes </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, recorded as restructuring charges as they relate to vacated office spaces. See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">11</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Restructuring Charges" for additional information on our vacated office spaces. </span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:4px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(3)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net lease cost includes </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, related to vacated office spaces directly related to discontinued operations.</span></div></td></tr></table><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(4)</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Rent expense, including operating expenses, real estate taxes and insurance, recorded under ASC 840 for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$15.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$14.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively.</span></div> 11883000 322000 3656000 2638000 13223000 400000 300000 15100000 14300000 <div style="line-height:120%;padding-bottom:12px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the remaining expected lease payments under our operating leases as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:80%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Future Lease Payments</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31,<br/>2019</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,772</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,039</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,502</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,470</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2024</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,893</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Thereafter</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>35,211</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total operating lease payments</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>90,887</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Less: imputed interest</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(14,185</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Present value of operating lease liabilities</span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt"> </sup></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>76,702</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;padding-bottom:12px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the future minimum rental commitments, as defined by ASC 840, under our non-cancelable operating leases as of December 31, 2018.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:80%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Lease Payments</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2019</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,701</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,724</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,590</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,766</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,707</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Thereafter</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,033</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>86,521</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1) </span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of December 31, 2018, the expected total future minimum sublease income to be received was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$10.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div> 9772000 12039000 11502000 11470000 10893000 35211000 90887000 14185000 76702000 13701000 12724000 11590000 10766000 10707000 27033000 86521000 10200000 <div style="line-height:120%;padding-left:4px;padding-top:4px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:79%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Other Information</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended <br/>December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Cash paid for operating lease liabilities</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,902</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets obtained in exchange for operating lease liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,842</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average remaining lease term - operating leases</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7.7 years</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average discount rate - operating leases</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4.3</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 13902000 12842000 P7Y8M12D 0.043 Property and Equipment, Net<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Depreciation expense for property and equipment was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$13.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$13.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$13.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. Property and equipment, net at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> consisted of the following:</span><span style="font-family:Arial Narrow;font-size:9pt;"> </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:73%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Computers, related equipment, and software</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,251</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>53,116</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Leasehold improvements</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>44,323</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>45,052</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Furniture and fixtures</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>16,273</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,408</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Aircraft</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,667</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,541</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Assets under construction</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>250</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>250</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>118,764</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>123,367</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated depreciation and amortization</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(80,351</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(82,993</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment, net</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>38,413</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,374</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 13000000.0 13400000 13300000 Property and equipment, net at <span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> consisted of the following:</span><span style="font-family:Arial Narrow;font-size:9pt;"> </span><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:73%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Computers, related equipment, and software</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,251</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>53,116</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Leasehold improvements</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>44,323</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>45,052</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Furniture and fixtures</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>16,273</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,408</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Aircraft</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,667</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,541</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Assets under construction</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>250</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>250</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>118,764</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>123,367</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accumulated depreciation and amortization</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(80,351</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(82,993</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment, net</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>38,413</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,374</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 50251000 53116000 44323000 45052000 16273000 17408000 7667000 7541000 250000 250000 118764000 123367000 80351000 82993000 38413000 40374000 Financing Arrangements<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">A summary of the carrying amounts of our debt follows:</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:67%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">1.25% convertible senior notes due 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,617</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Senior secured credit facility</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>205,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Promissory note due 2024</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,853</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,368</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total long-term debt</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>208,853</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>296,985</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current maturities of long-term debt</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(529</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(243,132</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Long-term debt, net of current portion</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>208,324</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>53,853</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Below is a summary of the scheduled remaining principal payments of our debt as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:81%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Principal Payments of Long-Term Debt</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>529</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>544</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>559</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>575</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2024</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>206,646</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Convertible Notes</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In September 2014, the Company issued </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$250 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> principal amount of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.25%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. The Convertible Notes were governed by the terms of an indenture between the Company and U.S. Bank National Association, as Trustee (the “Indenture”). The Convertible Notes were senior unsecured obligations of the Company and paid interest semi-annually on April 1 and October 1 of each year at an annual rate of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.25%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. The Convertible Notes matured on </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">October 1, 2019</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Upon maturity, we refinanced </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$217.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the principal amount of the outstanding Convertible Notes with the borrowing capacity available under our revolving credit facility and funded the remaining </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$33.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> principal payment with cash on hand.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prior to maturity, upon conversion, the Convertible Notes would have been settled, at our election, in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. On October 1, 2019, one holder of the Convertible Notes converted their holding, which we settled in cash and resulted in an immaterial gain on conversion. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Upon issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature, assuming our non-</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">convertible debt borrowing rate. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using an effective interest rate of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>4.751%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The transaction costs related to the issuance of the Convertible Notes were separated into liability and equity components based on their relative values, as determined above. Transaction costs attributable to the liability component were recorded as a deduction to the carrying amount of the liability and amortized to interest expense over the term of the Convertible Notes; and transaction costs attributable to the equity component were netted with the equity component of the Convertible Notes in stockholders’ equity. Total debt issuance costs were approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$7.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, of which </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$6.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was allocated to liability issuance costs and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was allocated to equity issuance costs.</span></div><div style="line-height:120%;padding-top:4px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, the Convertible Notes consisted of the following: </span></div><div style="line-height:120%;padding-top:4px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:72%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:25%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31, 2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Liability component:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Proceeds</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>250,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Less: debt discount, net of amortization</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,436</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Less: debt issuance costs, net of amortization</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(947</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net carrying amount</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,617</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Equity component </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>39,287</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Included in additional paid-in capital on the consolidated balance sheet.</span></div></td></tr></table><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table presents the amount of interest expense recognized related to the Convertible Notes for the periods presented. </span></div><div style="line-height:120%;padding-top:4px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:62%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Contractual interest coupon</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,344</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,125</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,125</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Amortization of debt discount</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,436</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,232</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,851</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Amortization of debt issuance costs</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>947</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,245</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,224</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total interest expense</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,727</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,602</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,200</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In connection with the issuance of the Convertible Notes, we entered into convertible note hedge transactions and warrant transactions. The convertible note hedge transactions were intended to reduce the potential future economic dilution associated with the conversion of the Convertible Notes and, combined with the warrants, effectively raised the price at which economic dilution would occur from the initial conversion price of approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$79.89</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> to approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$97.12</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per share. For purposes of the computation of diluted earnings per share in accordance with GAAP, dilution would occur when the average share price of our common stock for a given period exceeds the conversion price of the Convertible Notes, which initially is equal to approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$79.89</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per share. The convertible note hedge transactions and warrant transactions are discussed separately below.</span></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:60px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">•</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Convertible Note Hedge Transactions</span><span style="font-family:Arial Narrow;font-size:10pt;">. In connection with the issuance of the Convertible Notes, the Company entered into convertible note hedge transactions whereby the Company had call options to purchase a total of approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares of the Company’s common stock, which is the number of shares initially issuable upon conversion of the Convertible Notes in full, at a price of approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$79.89</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, which corresponded to the initial conversion price of the Convertible Notes, subject to customary anti-dilution adjustments substantially similar to those in the Convertible Notes. The convertible note hedge transactions were exercisable upon conversion of the Convertible Notes and expired in the third quarter of 2019. We paid an aggregate amount of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$42.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> for the convertible note hedge transactions, which was recorded as additional paid-in capital on the consolidated balance sheet. The convertible note hedge transactions were separate transactions and were not part of the terms of the Convertible Notes.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:60px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">•</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Warrants. </span><span style="font-family:Arial Narrow;font-size:10pt;">In connection with the issuance of the Convertible Notes, the Company sold warrants whereby the holders of the warrants have the option to purchase a total of approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares of the Company’s common stock at a strike price of approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$97.12</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. The warrants will expire incrementally on 100 different dates from January 6, 2020 to May 28, 2020 and are exercisable at each such expiry date. If the average market value per share of our common stock for the reporting period exceeds the strike price of the warrants, the warrants will have a dilutive effect on our earnings per share. We received </span></div></td></tr></table><div style="line-height:120%;padding-left:60px;padding-top:12px;"><span style="font-family:Arial Narrow;font-size:10pt;">aggregate proceeds of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$23.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> from the sale of the warrants, which was recorded as additional paid-in capital on the consolidated balance sheets. The warrants are separate transactions and are not part of the terms of the Convertible Notes or the convertible note hedge transactions.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The Company recorded an initial deferred tax liability of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$15.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> in connection with the debt discount associated with the Convertible Notes and recorded an initial deferred tax asset of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$16.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> in connection with the convertible note hedge transactions. The deferred tax liability and deferred tax asset were included in deferred income taxes, net on the consolidated balance sheets.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Senior Secured Credit Facility</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The Company has a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$600 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> senior secured revolving credit facility, subject to the terms of a Second Amended and Restated Credit Agreement dated as of March 31, 2015, as amended to date (as amended and modified the "Amended Credit Agreement"), that becomes due and payable in full upon maturity on </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">September 27, 2024</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;">. The Amended Credit Agreement provides the option to increase the revolving credit facility or establish term loan facilities in an aggregate amount of up to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$150 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, subject to customary conditions and the approval of any lender whose commitment would be increased, resulting in a maximum available principal amount under the Amended Credit Agreement of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$750 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. The initial borrowings under the Amended Credit Agreement were used to refinance borrowings outstanding under a prior credit agreement, and future borrowings under the Amended Credit Agreement may be used for working capital, capital expenditures, acquisitions of businesses, share repurchases, and general corporate purposes.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Fees and interest on borrowings vary based on our Consolidated Leverage Ratio (as defined in the Amended Credit Agreement). At our option, borrowings under the Amended Credit Agreement will bear interest at one, two, three or six-month LIBOR or an alternate base rate, in each case plus the applicable margin. The applicable margin will fluctuate between </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.125%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per annum and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.875%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per annum, in the case of LIBOR borrowings, or between </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.125%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per annum and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.875%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per annum, in the case of base rate loans, based upon our Consolidated Leverage Ratio at such time.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Amounts borrowed under the Amended Credit Agreement may be prepaid at any time without premium or penalty. We are required to prepay the amounts outstanding under the Amended Credit Agreement in certain circumstances. In addition, we have the right to permanently reduce or terminate the unused portion of the commitments provided under the Amended Credit Agreement at any time.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The loans and obligations under the Amended Credit Agreement are secured pursuant to a Second Amended and Restated Security Agreement and a Second Amended and Restated Pledge Agreement (the “Pledge Agreement”) with Bank of America, N.A. as collateral agent, pursuant to which the Company and the subsidiary guarantors grant Bank of America, N.A., for the ratable benefit of the lenders under the Amended Credit Agreement, a first-priority lien, subject to permitted liens, on substantially all of the personal property assets of the Company and the subsidiary guarantors, and a pledge of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>100%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the stock or other equity interests in all domestic subsidiaries and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>65%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the stock or other equity interests in each “material first-tier foreign subsidiary” (as defined in the Pledge Agreement).</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The Amended Credit Agreement contains usual and customary representations and warranties; affirmative and negative covenants, which include limitations on liens, investments, additional indebtedness, and restricted payments; and two quarterly financial covenants as follows: (i) a maximum Consolidated Leverage Ratio (defined as the ratio of debt to consolidated EBITDA) of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.75</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> to 1.00; however the maximum permitted Consolidated Leverage Ratio will increase to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>4.00</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> to 1.00 upon the occurrence of certain transactions, and (ii) a minimum Consolidated Interest Coverage Ratio (defined as the ratio of consolidated EBITDA to interest) of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.50</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> to 1.00. Consolidated EBITDA for purposes of the financial covenants is calculated on a continuing operations basis and includes adjustments to add back non-cash goodwill impairment charges, share-based compensation costs, certain non-cash restructuring charges, pro forma historical EBITDA for businesses acquired, and other specified items in accordance with the Amended Credit Agreement. At </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, we were in compliance with these financial covenants with a Consolidated Leverage Ratio of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.64</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> to 1.00 and a Consolidated Interest Coverage Ratio of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>15.29</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> to 1.00.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Borrowings outstanding under the Amended Credit Agreement at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> totaled </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$205.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. These borrowings carried a weighted average interest rate of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.0%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, including the impact of the interest rate swap described in Note </span><span style="font-family:Arial Narrow;font-size:10pt;">12</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Derivative Instruments and Hedging Activity." Borrowings outstanding under the Amended Credit Agreement at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> were </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$50.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and carried a weighted average interest rate of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.7%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, including the impact of the interest rate swap described in Note </span><span style="font-family:Arial Narrow;font-size:10pt;">12</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Derivative Instruments and Hedging Activity." The borrowing capacity under the revolving credit facility is reduced by any outstanding borrowings under the revolving credit facility and outstanding letters of credit. At </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, we had outstanding letters of credit totaling </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.7 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, which are primarily used as security deposits for our office facilities. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, the unused borrowing capacity under the revolving credit facility was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$393.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Promissory Note due 2024</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In 2017, in conjunction with our purchase of an aircraft related to the acquisition of Innosight, we assumed, from the sellers of the aircraft, a promissory note with an outstanding principal balance of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. The principal balance of the promissory note is subject to scheduled monthly principal payments until the maturity date of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">March 1, 2024</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;">, at which time a final payment of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, plus any accrued and unpaid interest, will be due. Under the terms of the promissory note, we will pay interest on the outstanding principal amount at a rate of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>one month</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> LIBOR plus </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.97%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per annum. The obligations under the promissory note are secured pursuant to a Loan and Aircraft Security Agreement with Banc of America Leasing &amp; Capital, LLC, which grants the lender a first priority security interest in the aircraft. At </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, the outstanding principal amount of the promissory note was $3.9 million. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, the aircraft had a carrying amount of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. At December 31, 2018, the outstanding principal amount of the promissory note was $4.4 million, and the aircraft had a carrying amount of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">A summary of the carrying amounts of our debt follows:</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:67%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">1.25% convertible senior notes due 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,617</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Senior secured credit facility</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>205,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Promissory note due 2024</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,853</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,368</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total long-term debt</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>208,853</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>296,985</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Current maturities of long-term debt</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(529</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(243,132</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Long-term debt, net of current portion</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>208,324</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>53,853</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 0 242617000 205000000 50000000 3853000 4368000 208853000 296985000 529000 243132000 208324000 53853000 <div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Below is a summary of the scheduled remaining principal payments of our debt as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="4"/></tr><tr><td style="width:81%;"/><td style="width:1%;"/><td style="width:17%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Principal Payments of Long-Term Debt</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2020</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>529</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2021</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>544</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2022</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>559</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2023</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>575</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2024</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>206,646</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 529000 544000 559000 575000 206646000 250000000 0.0125 0.0125 2019-10-01 217000000.0 33000000.0 0.04751 7300000 6200000 1100000 <div style="line-height:120%;padding-top:4px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, the Convertible Notes consisted of the following: </span></div><div style="line-height:120%;padding-top:4px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:72%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:25%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31, 2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Liability component:</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Proceeds</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>250,000</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Less: debt discount, net of amortization</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,436</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Less: debt issuance costs, net of amortization</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(947</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net carrying amount</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,617</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Equity component </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>39,287</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Included in additional paid-in capital on the consolidated balance sheet.</span></div> 250000000 6436000 947000 242617000 39287000 <div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table presents the amount of interest expense recognized related to the Convertible Notes for the periods presented. </span></div><div style="line-height:120%;padding-top:4px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:62%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Contractual interest coupon</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,344</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,125</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,125</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Amortization of debt discount</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,436</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,232</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,851</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Amortization of debt issuance costs</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>947</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,245</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,224</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total interest expense</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,727</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,602</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,200</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 2344000 3125000 3125000 6436000 8232000 7851000 947000 1245000 1224000 9727000 12602000 12200000 79.89 97.12 79.89 3100000 79.89 42100000 3100000 97.12 23600000 15400000 16500000 600000000 2024-09-27 150000000 750000000 0.01125 0.01875 0.00125 0.00875 1 0.65 3.75 4.00 3.50 1.64 15.29 205000000.0 0.030 50000000.0 0.037 1700000 393300000 5100000 2024-03-01 1500000 P1M 0.0197 5100000 5800000 Capital Structure<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Preferred Stock</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We are authorized to issue up to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,000,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares of preferred stock. Our certificate of incorporation authorizes our board of directors, without any further stockholder action or approval, to issue these shares in one or more classes or series, to establish from time to time the number of shares to be included in each class or series, and to fix the rights, preferences and privileges of the shares of each wholly unissued class or series and any of its qualifications, limitations or restrictions. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, no such preferred stock has been approved or issued.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Common Stock</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We are authorized to issue up to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>500,000,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares of common stock, par value </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$.01</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> per share. The holders of common stock are entitled to one vote for each share held of record on each matter submitted to a vote of stockholders. Subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock are entitled to such dividends as our board of directors may declare. In the event of any liquidation, dissolution or winding-up of our affairs, after payment of all of our debts and liabilities and subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock will be entitled to receive the distribution of any of our remaining assets.</span></div> 50000000 500000000 0.01 Revenues<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">For the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> we recognized revenues of </span><span style="font-family:Arial Narrow;font-size:10pt;">$876.8 million</span><span style="font-family:Arial Narrow;font-size:10pt;">,</span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">$795.1 million</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">$732.6 million</span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. Of the </span><span style="font-family:Arial Narrow;font-size:10pt;">$876.8 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> recognized in </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, we recognized revenues of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> from obligations satisfied, or partially satisfied, in prior periods due to the release of allowances on unbilled services as a result of securing contract amendments. During 2019, we recognized a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> decrease to revenues due to changes in the estimates of our variable consideration under performance-based billing arrangements. Of the </span><span style="font-family:Arial Narrow;font-size:10pt;">$795.1 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> recognized in 2018, we recognized revenues of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$10.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> from obligations satisfied, or partially satisfied, in prior periods, of which </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$7.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was due to changes in the estimates of our variable consideration under performance-based billing arrangements and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$3.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was primarily due to the release of allowances on unbilled services due to securing contract amendments.</span></div><div style="line-height:120%;padding-bottom:8px;padding-top:8px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, we had </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$90.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of remaining performance obligations under engagements with original expected durations greater than one year. These remaining performance obligations exclude obligations under contracts with an original expected duration of one year or less, variable consideration which has been excluded from the total transaction price due to the constraint, and performance obligations under time-and-expense engagements which are recognized in the amount invoiced. Of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$90.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of performance obligations, we expect to recognize approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$58.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> as revenue in 2020, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$20.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> in 2021, and the remaining </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$11.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> thereafter. Actual revenue recognition could differ from these amounts as a result of changes in the estimated timing of work to be performed, adjustments to estimated variable consideration in performance-based arrangements, or other factors. </span></div><div style="line-height:120%;padding-bottom:8px;padding-top:8px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">Contract Assets and Liabilities</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets. </span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unbilled services include revenues recognized for services performed but not yet billed to clients. Services performed that we are not yet entitled to bill because certain events must occur, such as the completion of the measurement period or client approval in performance-based engagements, are recorded as contract assets and included within unbilled services, net. The contract asset balance as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and 2018 was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$12.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$9.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. The </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$3.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> increase primarily reflects timing differences between the completion of our performance obligations and the amounts billed or billable to clients in accordance with their contractual billing terms. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Client prepayments and retainers are classified as deferred revenues and recognized over future periods in accordance with the applicable engagement agreement and our revenue recognition policy. Our deferred revenues balance as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">and </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;">$28.4 million</span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">and</span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">$28.1 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> respectively. The </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> increase primarily reflects timing differences between client payments in accordance with their contract terms and the completion of our performance obligations. For the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$22.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of revenues recognized were included in the deferred revenue balance as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. For the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$23.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of revenues recognized were included in the deferred revenue balance as of December 31, 2017.</span></div> 2800000 1000000.0 10800000 7200000 3600000 90100000 90100000 58100000 20900000 11100000 12600000 9100000 3500000 300000 22800000 23500000 Earnings Per Share<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Basic earnings per share excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding for the period, excluding unvested restricted common stock. Diluted earnings per share reflects the potential reduction in earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock under the treasury stock method. Such securities or other contracts include unvested restricted stock awards, outstanding common stock options, convertible senior notes, and outstanding warrants, to the extent dilutive. In periods for which we report a net loss from continuing operations, diluted weighted average common shares outstanding excludes all potential common stock equivalents as their impact on diluted net loss from continuing operations per share would be anti-dilutive. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Earnings (loss) per share under the basic and diluted computations are as follows: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:56%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>41,979</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,944</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(170,505</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(236</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(298</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>388</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>41,743</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,646</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(170,117</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average common shares outstanding—basic</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,993</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,706</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,439</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average common stock equivalents</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>514</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>352</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average common shares outstanding—diluted</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,507</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,058</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,439</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per basic share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.91</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.64</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.95</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.01</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.01</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.02</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.90</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.93</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per diluted share:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.87</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.95</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.02</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.01</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.02</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.85</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.62</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.93</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The number of anti-dilutive securities excluded from the computation of the weighted average common stock equivalents presented above were as follows:</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="9"/></tr><tr><td style="width:68%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="8" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unvested restricted stock awards</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Outstanding common stock options</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible senior notes</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Warrants related to the issuance of convertible senior notes</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total anti-dilutive securities</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,258</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,088</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">7</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Financing Arrangements” for further information on the convertible senior notes and warrants related to the issuance of convertible notes.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We currently have a share repurchase program permitting us to repurchase up to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$125 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of our common stock through October 31, 2020 (the "Share Repurchase Program"). The amount and timing of the repurchases will be determined by management and will depend on a variety of factors, including the trading price of our common stock, capacity under our credit facility, general market and business conditions, and applicable legal requirements. In 2019, we repurchased and retired </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>210,437</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares for </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$14.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, of which </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> settled in the first quarter of 2020. All of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>210,437</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares repurchased and retired in 2019 were included as a reduction to our basic weighted average shares outstanding for the year ended December 31, 2019 based on the trade date of the share repurchase. No shares were repurchased under this program in 2018 or 2017. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$20.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> remains available for share repurchases.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Basic earnings per share excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding for the period, excluding unvested restricted common stock. Diluted earnings per share reflects the potential reduction in earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock under the treasury stock method. Such securities or other contracts include unvested restricted stock awards, outstanding common stock options, convertible senior notes, and outstanding warrants, to the extent dilutive. In periods for which we report a net loss from continuing operations, diluted weighted average common shares outstanding excludes all potential common stock equivalents as their impact on diluted net loss from continuing operations per share would be anti-dilutive. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Earnings (loss) per share under the basic and diluted computations are as follows: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:56%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>41,979</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,944</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(170,505</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(236</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(298</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>388</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>41,743</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,646</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(170,117</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:22px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average common shares outstanding—basic</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,993</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,706</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,439</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average common stock equivalents</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>514</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>352</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average common shares outstanding—diluted</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,507</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,058</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,439</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per basic share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.91</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.64</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.95</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.01</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.01</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.02</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.90</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.93</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per diluted share:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.87</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.95</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.02</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.01</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.02</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.85</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.62</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(7.93</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div></div> 41979000 13944000 -170505000 -236000 -298000 388000 41743000 13646000 -170117000 21993000 21706000 21439000 514000 352000 0 22507000 22058000 21439000 1.91 0.64 -7.95 -0.01 -0.01 0.02 1.90 0.63 -7.93 1.87 0.63 -7.95 -0.02 -0.01 0.02 1.85 0.62 -7.93 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The number of anti-dilutive securities excluded from the computation of the weighted average common stock equivalents presented above were as follows:</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="9"/></tr><tr><td style="width:68%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="8" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unvested restricted stock awards</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Outstanding common stock options</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible senior notes</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Warrants related to the issuance of convertible senior notes</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total anti-dilutive securities</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,129</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,258</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,088</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 0 0 636000 0 0 194000 0 3129000 3129000 3129000 3129000 3129000 3129000 6258000 7088000 125000000 210437 14200000 1200000 210437 20900000 Restructuring Charges<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">2019</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In 2019, we incurred </span><span style="font-family:Arial Narrow;font-size:10pt;">$1.9 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> of pretax restructuring expense. This expense primarily consisted of the following charges:</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Severance </span><span style="font-family:Arial Narrow;font-size:10pt;">- We incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of severance expense as a result of workforce reductions to better align resources with market demand and workforce reductions in our corporate operations. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Office exit costs - We incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of office exit costs. During 2019, we exited a portion of our Lake Oswego, Oregon office resulting in a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.7 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> lease impairment charge on the related operating lease right-of-use asset and leasehold improvements and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of accelerated depreciation on furniture and fixtures in that office. The lease impairment charge was recognized in accordance with ASC 842, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases</span><span style="font-family:Arial Narrow;font-size:10pt;">, which we adopted on a modified retrospective basis on January 1, 2019. See Note 2 "Summary of Significant Accounting Policies" for additional information on our adoption of ASC 842. See Note 5 "Leases" for additional information on the long-lived asset impairment test. Additionally, during 2019, we exited the remaining portion of our Middleton, Wisconsin office and an office in Houston, Texas, resulting in restructuring charges of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively, which primarily consisted of accelerated depreciation on furniture and fixtures in those offices. During the fourth quarter of 2019, we entered into an amendment to the lease of our principal executive offices in Chicago, Illinois. Among other items, the amendment terminated the lease with respect to certain leased space which we previously vacated and currently sublease to a third-party. As a result of the amendment, we recognized a restructuring gain of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. See Note 5 "Leases" for additional information on the amendment. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Of the </span><span style="font-family:Arial Narrow;font-size:10pt;">$1.9 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> pretax restructuring charge, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to our corporate operations, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to our Healthcare segment, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to our Business Advisory segment. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">2018</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In 2018, we incurred </span><span style="font-family:Arial Narrow;font-size:10pt;">$3.7 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> of pretax restructuring expense. This expense primarily consisted of the following charges: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Severance - </span><span style="font-family:Arial Narrow;font-size:10pt;">We incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of severance expense as a result of workforce reductions to better align resources with market demand. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Office exit costs</span><span style="font-family:Arial Narrow;font-size:10pt;"> - We incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of office exit costs. Of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to the accrual of remaining lease payments, net of estimated sublease income, accelerated depreciation on leasehold improvements, and moving expenses due to exiting a portion of our Middleton, Wisconsin office; </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to updated lease assumptions, commission costs, and moving expenses for our San Francisco office vacated in 2017; and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to updated lease assumptions for our Chicago office consolidation. The office exit costs incurred in the 2018 were accounted for in accordance with ASC 840, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Other</span><span style="font-family:Arial Narrow;font-size:10pt;"> - We incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to the divestiture of our Middle East practice within the Business Advisory segment in the second quarter of 2018. During the second quarter of 2018, we sold our Middle East practice to a former employee who was the practice leader of that business at the time, and we recorded a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> loss which is included in other income (expense), net in our consolidated statements of operations.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Of the </span><span style="font-family:Arial Narrow;font-size:10pt;">$3.7 million</span><span style="font-family:Arial Narrow;font-size:10pt;"> pretax restructuring charge, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was related to our Healthcare segment, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was related to our Business Advisory segment, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was related to our corporate operations. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;font-weight:bold;">2017</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In 2017, we incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$6.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of pretax restructuring expense. This expense primarily consisted of the following charges: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Severance - </span><span style="font-family:Arial Narrow;font-size:10pt;">We incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$3.7 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of severance expense as a result of workforce reductions to better align resources with market demand and workforce reductions in our corporate operations. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Office exit costs</span><span style="font-family:Arial Narrow;font-size:10pt;"> - We incurred </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of office exit costs primarily related to the accrual of remaining lease obligations, net of estimated sublease income, due to relocating our San Francisco office to a smaller space and consolidating our Chicago and New York offices, and accelerated depreciation on leasehold improvements for our San Francisco office. The office exit costs incurred in the 2017 were accounted for in accordance with ASC 840, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Leases. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$6.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> pretax restructuring charge, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was related to our Healthcare segment, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was related to our Business Advisory segment, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> was related to our corporate operations. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the carrying amount of our restructuring charge liability by restructuring type for the years ended December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:37%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Employee Costs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Office Space Reductions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Other</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2017</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,267</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,247</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,514</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1) (2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,102</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>677</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>191</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,970</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,879</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,284</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(191</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,354</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Adjustments </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1) (2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(47</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>828</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>781</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2018</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>443</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,468</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,911</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Adoption of ASC 842 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(3)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,119</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,119</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of January 1, 2019</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>443</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,349</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,792</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>645</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(995</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(383</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,378</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Adjustments </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(16</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(884</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(900</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>68</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>91</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>159</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions and adjustments for the years ended December 31, 2019 and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> include restructuring charges of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively related to office exit costs for vacated offices spaces directly related to discontinued operations</span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">. </span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(2)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions and adjustments exclude non-cash items related to vacated office spaces, such as lease impairment charges and accelerated depreciation on fixed assets, which are recorded as restructuring charges on our consolidated statements of operations.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(3)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Upon adoption of ASC 842 on January 1, 2019, we reclassified the restructuring charge liabilities, which represented the present value of remaining lease payments, net of estimated sublease income, for vacated office spaces from restructuring charge liabilities to operating lease right-of-use assets. See Note 2 "Summary of Significant Accounting Polices" for additional information on the impact of adoption.</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> restructuring charge liability related to office space reductions at December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> is included as a component of deferred compensation and other liabilities. The </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> restructuring charge liability related to employee costs at December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> is expected to be paid in the next 12 months and is included as a component of accrued payroll and related benefits.</span></div> 600000 1200000 700000 200000 400000 100000 400000 1500000 300000 100000 2100000 1300000 1300000 800000 400000 100000 300000 5800000 1100000 1000000.0 1600000 6200000 3700000 2400000 6200000 2100000 1100000 2900000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the carrying amount of our restructuring charge liability by restructuring type for the years ended December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:37%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Employee Costs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Office Space Reductions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Other</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2017</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,267</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,247</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,514</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1) (2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,102</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>677</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>191</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,970</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,879</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,284</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(191</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,354</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Adjustments </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1) (2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(47</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>828</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>781</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2018</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>443</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,468</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,911</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Adoption of ASC 842 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(3)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,119</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,119</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of January 1, 2019</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>443</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,349</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,792</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>636</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>645</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(995</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(383</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,378</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Adjustments </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(16</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(884</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(900</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>68</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>91</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>159</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div><span style="font-family:Arial Narrow;font-size:10pt;">Additions and adjustments for the years ended December 31, 2019 and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> include restructuring charges of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively related to office exit costs for vacated offices spaces directly related to discontinued operations</span> 1267000 4247000 0 5514000 2102000 677000 191000 2970000 2879000 3284000 191000 6354000 -47000 828000 0 781000 443000 2468000 0 2911000 0 -1119000 0 -1119000 443000 1349000 0 1792000 636000 9000 0 645000 995000 383000 0 1378000 -16000 -884000 0 -900000 68000 91000 0 159000 100000 400000 100000 100000 Derivative Instruments and Hedging Activity<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On June 22, 2017, we entered into a forward interest rate swap agreement effective </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">August 31, 2017</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and ending </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">August 31, 2022</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;">, with a notional amount of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$50.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. We entered into this derivative instrument to hedge against the interest rate risks of our variable-rate borrowings. Under the terms of the interest rate swap agreement, we receive from the counterparty interest on the notional amount based on </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>one month</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> LIBOR and we pay to the counterparty a fixed rate of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.900%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We recognize all derivative instruments as either assets or liabilities at fair value on the balance sheet. We have designated this derivative instrument as a cash flow hedge. Therefore, changes in the fair value of the derivative instrument are recorded to other comprehensive income (“OCI”) to the extent effective and reclassified into interest expense upon settlement. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, it was anticipated that </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the losses, net of tax, currently recorded in accumulated other comprehensive income will be reclassified into earnings within the next </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>12</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> months. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth additional information relating to our interest rate swap designated as a cash flow hedging instrument as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:59%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value (Derivative Asset and Liability)</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance Sheet Location</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prepaid expenses and other current assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>302</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other non-current assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>451</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued expenses</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>159</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation and other liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>387</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">All of our derivative instruments are transacted under the International Swaps and Derivatives Association (ISDA) master agreements. These agreements permit the net settlement of amounts owed in the event of default and certain other termination events. Although netting is permitted, it is our policy to record all derivative assets and liabilities on a gross basis on our consolidated balance sheet. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We do not use derivative instruments for trading or other speculative purposes. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">14</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Other Comprehensive Income (Loss)” for additional information on our derivative instrument.</span></div> 2017-08-31 2022-08-31 50000000.0 P1M 0.01900 We recognize all derivative instruments as either assets or liabilities at fair value on the balance sheet. We have designated this derivative instrument as a cash flow hedge. Therefore, changes in the fair value of the derivative instrument are recorded to other comprehensive income (“OCI”) to the extent effective and reclassified into interest expense upon settlement. 100000 P12M <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth additional information relating to our interest rate swap designated as a cash flow hedging instrument as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:59%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:18%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value (Derivative Asset and Liability)</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance Sheet Location</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prepaid expenses and other current assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>302</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other non-current assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>451</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued expenses</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>159</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation and other liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>387</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 0 302000 0 451000 159000 0 387000 0 Fair Value of Financial Instruments<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Certain of our assets and liabilities are measured at fair value. Fair value is defined as the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy for inputs used in measuring fair value and requires companies to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three levels based on the objectivity of the inputs as follows:</span></div><div style="line-height:120%;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="3"/></tr><tr><td style="width:13%;"/><td style="width:4%;"/><td style="width:83%;"/></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Level 1 Inputs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">  </span></div></td><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Level 2 Inputs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">  </span></div></td><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Level 3 Inputs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">  </span></div></td><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unobservable inputs for the asset or liability, and include situations in which there is little, if any, market activity for the asset or liability.</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The tables below sets forth our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:41%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 1</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 2</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 3</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2019</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible debt investment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation assets</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,445</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,445</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total assets</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,445</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>76,987</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Interest rate swap</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total liabilities</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:41%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 1</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 2</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 3</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2018</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Interest rate swap</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>753</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>753</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible debt investment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation assets</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,205</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,205</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total assets</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,958</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69,387</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Contingent consideration for business acquisitions</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total liabilities</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Interest rate swap: </span><span style="font-family:Arial Narrow;font-size:10pt;">The fair value of our interest rate swap was derived using estimates to settle the interest rate swap agreement, which is based on the net present value of expected future cash flows on each leg of the swap utilizing market-based inputs and discount rates reflecting the risks involved.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Convertible debt investment: </span><span style="font-family:Arial Narrow;font-size:10pt;">In 2014 and 2015, we invested </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$27.9 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, in the form of zero coupon convertible debt (the "initial convertible notes"), in Shorelight Holdings, LLC (“Shorelight”), the parent company of Shorelight, a U.S.-based company that partners with leading nonprofit universities to increase access to and retention of international students, boost institutional growth, and enhance an institution’s global footprint. In the second quarter of 2019, we amended the initial investment to extend the maturity date by one year to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">July 1, 2021</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;">, unless converted earlier. In the first quarter of 2020, we invested an additional </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$13.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, in the form of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.69%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> convertible debt with a senior liquidation preference to the initial convertible notes (the "additional convertible note"); and amended our initial convertible notes to extend the maturity date to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span><span style="white-space:nowrap">January 17, 2024</span></span></span><span style="font-family:Arial Narrow;font-size:10pt;">, which coincides with the maturity date of the additional convertible note.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">To determine the appropriate accounting treatment for our investment, we performed a variable interest entity (“VIE”) analysis and concluded that Shorelight does not meet the definition of a VIE. We also reviewed the characteristics of our investment to confirm that the convertible notes are not in-substance common stock that would warrant equity method accounting. After we reviewed all of the terms of the investment, we concluded the appropriate accounting treatment to be that of an available-for-sale debt security.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The investment is carried at fair value with unrealized holding gains and losses excluded from earnings and reported in other comprehensive income. We estimate the fair value of our investment using a scenario-based approach in the form of a hybrid analysis that consists of a Monte Carlo simulation model and an expected return analysis. The conclusion of value for our investment is based on the probability-weighted assessment of both scenarios. The hybrid analysis utilizes certain assumptions related to the assumed holding period, the applicable waterfall distribution at the end of the expected holding period based on the rights and privileges of the various instruments, cash flow projections discounted at the risk-adjusted rate, and the concluded equity volatility, all of which are Level 3 inputs. The valuation of our investment as of December 31, 2019 takes into consideration the equity value indication as well as the dilutive impact of the convertible debt issued by Shorelight in the first quarter of 2020, the terms of which were known or knowable as of December 31, 2019. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of the investment, which would result in different impacts to our consolidated balance sheet and comprehensive income. Actual results may differ from our estimates. The fair value of the convertible debt investment is recorded in long-term investments on our consolidated balance sheets.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the balance of the convertible debt investment for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:72%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:25%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Convertible Debt Investment</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2017</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>39,904</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value of convertible debt investment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,525</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value of convertible debt investment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(887</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Deferred compensation assets: </span><span style="font-family:Arial Narrow;font-size:10pt;">We have a non-qualified deferred compensation plan (the "Plan") for the members of our board of directors and a select group of our employees. The deferred compensation liability is funded by the Plan assets, which consist of life insurance policies maintained within a trust. The cash surrender value of the life insurance policies approximates fair value and is based on third-party broker statements which provide the fair value of the life insurance policies' underlying investments, which are Level 2 inputs. The cash surrender </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">value of the life insurance policies is invested primarily in mutual funds. The Plan assets are included in other non-current assets on our consolidated balance sheets. Realized and unrealized gains (losses) from the deferred compensation assets are recorded to other income (expense), net in our consolidated statements of operations.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Contingent consideration for business acquisitions: </span><span style="font-family:Arial Narrow;font-size:10pt;">We estimate the fair value of acquisition-related contingent consideration using either a probability-weighted assessment of the specific financial performance targets being measured or a Monte Carlo simulation model, as appropriate. These fair value measurements are based on significant inputs not observable in the market and thus represent Level 3 inputs. The significant unobservable inputs used in the fair value measurements of our contingent consideration are our measures of the estimated payouts based on internally generated financial projections on a probability-weighted basis and discount rates, which typically reflect a risk-free rate. The fair value of the contingent consideration is reassessed quarterly based on assumptions used in our latest projections and input provided by practice leaders and management. Any change in the fair value estimate is recorded in our consolidated statement of operations for that period. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of our contingent consideration liability, which would result in different impacts to our consolidated balance sheets and consolidated statements of operations. Actual results may differ from our estimates. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the balance of the contingent consideration for business acquisitions for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:72%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:25%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Contingent Consideration for Business Acquisitions</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2017</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,828</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Acquisitions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>212</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(11,974</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Remeasurement of contingent consideration for business acquisitions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>381</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain due to foreign currency translation</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(10,041</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Remeasurement of contingent consideration for business acquisitions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,506</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized loss due to foreign currency translation</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>106</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Financial assets and liabilities not recorded at fair value on a recurring basis are as follows:</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Preferred Stock Investment</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In the</span><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">fourth quarter of 2019, we invested </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, in the form of preferred stock, in Medically Home Group, Inc. ("Medically Home"), a healthcare technology-enabled services company. To determine the appropriate accounting treatment for our investment, we performed a VIE analysis and concluded that Medically Home does not meet the definition of a VIE. We also reviewed the characteristics of our investment to confirm that the preferred stock is not in-substance common stock that would warrant equity method accounting. After we reviewed all of the terms of the investment, we concluded the appropriate accounting treatment for our investment in Medically Home to be that of an equity security with no readily determinable fair value. We elected to apply the measurement alternative at the time of the purchase and will continue to do so until the investment does not qualify to be so measured. Under the measurement alternative, the investment is carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. On a quarterly basis, we review the information available to determine whether an orderly and observable transaction for the same or similar equity instrument occurred, and remeasure the fair value of the preferred stock using such identified transactions, with changes in the fair value recorded in consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Senior Secured Credit Facility</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The carrying value of our borrowings outstanding under our senior secured credit facility is stated at cost. Our carrying value approximates fair value, using Level 2 inputs, as the senior secured credit facility bears interest at variable rates based on current market rates as set forth in the Amended Credit Agreement. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">7</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Financing Arrangements” for additional information on our senior secured credit facility.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Promissory Note due 2024 </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The carrying value of our promissory note due 2024 is stated at cost. Our carrying value approximates fair value, using Level 2 inputs, as the promissory note bears interest at rates based on current market rates as set forth in the terms of the promissory note. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">7</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Financing Arrangements” for additional information on our promissory note due 2024.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Convertible Notes</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The carrying amount and estimated fair value of the Convertible Notes as of December 31, 2018 follows. The Convertible Notes matured on October 1, 2019. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:71%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2018</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Carrying<br/>Amount</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Estimated<br/>Fair Value</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">1.25% convertible senior notes due 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,617</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,940</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The difference between the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$250 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> principal amount of the Convertible Notes and the carrying amount shown above represented the unamortized debt discount and issuance costs. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, the carrying value of the equity component of $39.3 million was unchanged from the date of issuance. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">7</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Financing Arrangements” for additional information on our Convertible Notes. The estimated fair value of the Convertible Notes was determined based on the quoted bid price of the Convertible Notes in an over-the-counter market, which is a Level 2 input, on the last day of trading for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2018</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div>Cash and cash equivalents are stated at cost, which approximates fair market value. The carrying values of all other financial instruments not described above reasonably approximate fair market value due to the nature of the financial instruments and the short-term maturity of these items. <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Certain of our assets and liabilities are measured at fair value. Fair value is defined as the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy for inputs used in measuring fair value and requires companies to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three levels based on the objectivity of the inputs as follows:</span></div><div style="line-height:120%;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="3"/></tr><tr><td style="width:13%;"/><td style="width:4%;"/><td style="width:83%;"/></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Level 1 Inputs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">  </span></div></td><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Level 2 Inputs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">  </span></div></td><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:5px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Level 3 Inputs</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">  </span></div></td><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unobservable inputs for the asset or liability, and include situations in which there is little, if any, market activity for the asset or liability.</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> <div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The tables below sets forth our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:41%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 1</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 2</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 3</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2019</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible debt investment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation assets</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,445</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,445</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total assets</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>27,445</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>76,987</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Interest rate swap</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total liabilities</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>546</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:41%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 1</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 2</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Level 3</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2018</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Assets:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Interest rate swap</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>753</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>753</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible debt investment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred compensation assets</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,205</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,205</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total assets</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,958</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69,387</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Liabilities:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:20px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Contingent consideration for business acquisitions</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:44px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total liabilities</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 49542000 49542000 27445000 27445000 27445000 49542000 76987000 546000 546000 546000 0 546000 753000 753000 50429000 50429000 18205000 18205000 18958000 50429000 69387000 11441000 11441000 0 11441000 11441000 27900000 2021-07-01 13000000.0 0.0169 2024-01-17 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the balance of the convertible debt investment for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:72%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:25%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Convertible Debt Investment</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2017</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>39,904</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value of convertible debt investment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,525</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,429</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value of convertible debt investment</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(887</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,542</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div> 39904000 10525000 50429000 -887000 49542000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the balance of the contingent consideration for business acquisitions for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:72%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:25%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Contingent Consideration for Business Acquisitions</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2017</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,828</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Acquisitions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>212</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(11,974</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Remeasurement of contingent consideration for business acquisitions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>381</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain due to foreign currency translation</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,441</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Payments</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(10,041</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Remeasurement of contingent consideration for business acquisitions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,506</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized loss due to foreign currency translation</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>106</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 22828000 212000 -11974000 381000 -6000 11441000 -10041000 -1506000 106000 0 5000000.0 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The carrying amount and estimated fair value of the Convertible Notes as of December 31, 2018 follows. The Convertible Notes matured on October 1, 2019. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:71%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">December 31, 2018</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Carrying<br/>Amount</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Estimated<br/>Fair Value</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">1.25% convertible senior notes due 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,617</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,940</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 242617000 242940000 250000000 Other Comprehensive Income (Loss)<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the components of accumulated other comprehensive income (loss), net of tax for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:49%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Foreign</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Currency</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Translation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Available-for-</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sale </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Investments</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Cash Flow</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Hedges </span><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2016</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(453</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,088</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(20</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,615</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation adjustment, net of tax of $0</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,602</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,602</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain on investments:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">        Change in fair value, net of tax of $(998)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,231</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,231</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">        Reclassification adjustment into retained earnings </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>493</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>493</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on cash flow hedges:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $(106)</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>366</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>366</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into earnings, net of tax of $(46)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into retained earnings </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2017</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,149</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,812</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>409</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,370</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation adjustment, net of tax of $0</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,814</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,814</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain on investments: </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $(2,753)</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,772</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,772</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on cash flow hedges:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $(63)</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>197</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>197</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into earnings, net of tax of $(10)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(30</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(30</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2018</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(665</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>16,584</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>576</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>16,495</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation adjustment, net of tax of $0</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>99</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>99</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on investments: </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $185</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(702</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(702</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on cash flow hedges:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $295</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(819</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(819</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into earnings, net of tax of $48</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(137</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(137</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(566</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>15,882</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(380</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,936</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The before tax amounts reclassified from accumulated other comprehensive income (loss) related to our cash flow hedges are recorded to interest expense, net of interest income.</span></div></td></tr></table><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(2)</span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Upon adoption of ASU 2018-02, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, </span><span style="font-family:Arial Narrow;font-size:10pt;">we reclassified </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of stranded tax effects, which resulted from the enactment of the 2017 Tax Reform, from accumulated other comprehensive income to retained earnings.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the components of accumulated other comprehensive income (loss), net of tax for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:49%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Foreign</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Currency</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Translation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Available-for-</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sale </span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Investments</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Cash Flow</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Hedges </span><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2016</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(453</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,088</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(20</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,615</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation adjustment, net of tax of $0</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,602</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,602</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain on investments:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">        Change in fair value, net of tax of $(998)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,231</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,231</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">        Reclassification adjustment into retained earnings </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>493</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>493</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on cash flow hedges:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $(106)</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>366</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>366</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into earnings, net of tax of $(46)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into retained earnings </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2017</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,149</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,812</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>409</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,370</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation adjustment, net of tax of $0</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,814</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,814</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain on investments: </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $(2,753)</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,772</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,772</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on cash flow hedges:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $(63)</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>197</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>197</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into earnings, net of tax of $(10)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(30</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(30</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2018</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(665</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>16,584</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>576</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>16,495</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign currency translation adjustment, net of tax of $0</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>99</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>99</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on investments: </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $185</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(702</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(702</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unrealized gain (loss) on cash flow hedges:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value, net of tax of $295</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(819</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(819</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reclassification adjustment into earnings, net of tax of $48</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(137</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(137</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Balance as of December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(566</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>15,882</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(380</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,936</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The before tax amounts reclassified from accumulated other comprehensive income (loss) related to our cash flow hedges are recorded to interest expense, net of interest income.</span></div></td></tr></table><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(2)</span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Upon adoption of ASU 2018-02, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, </span><span style="font-family:Arial Narrow;font-size:10pt;">we reclassified </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of stranded tax effects, which resulted from the enactment of the 2017 Tax Reform, from accumulated other comprehensive income to retained earnings.</span></div> -453000 4088000 -20000 3615000 1602000 1602000 4231000 4231000 -493000 -493000 366000 366000 -69000 -69000 6000 6000 1149000 8812000 409000 10370000 -1814000 -1814000 7772000 7772000 197000 197000 30000 30000 -665000 16584000 576000 16495000 99000 99000 -702000 -702000 -819000 -819000 137000 137000 -566000 15882000 -380000 14936000 500000 Employee Benefit and Deferred Compensation Plans<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We sponsor a qualified defined contribution 401(k) plan covering substantially all of our employees. Under the plan, employees are entitled to make pretax contributions and/or Roth post-tax contributions up to the annual maximums established by the Internal Revenue Service. We match an amount equal to the employees’ contributions up to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>6%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the employees’ eligible earnings. Our matching contributions for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> were </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$22.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$20.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$20.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We have a non-qualified deferred compensation plan (the “Plan”) that is administered by our board of directors or a committee designated by the board of directors. Under the Plan, members of the board of directors and a select group of our employees may elect to defer the receipt of their director retainers and meeting fees or base salary and bonus, as applicable. Additionally, we may credit amounts to a participant’s deferred compensation account in accordance with employment or other agreements entered into between us and the participant. At our sole </span></div><span style="font-family:Arial Narrow;font-size:10pt;">discretion, we may, but are not required to, credit any additional amount we desire to any participant’s deferred compensation account. Amounts credited are subject to vesting schedules set forth in the Plan, employment agreement, or any other agreement entered into between us and the participant. The deferred compensation liability at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$27.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$18.4 million</span></span>, respectively. This deferred compensation liability is funded by the Plan assets. 0.06 22800000 20800000 20000000.0 27500000 18400000 Equity Incentive Plans<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In 2012, Huron adopted the 2012 Omnibus Incentive Plan (the “2012 Plan”)which replaced, on a prospective basis, our 2004 Omnibus Stock Plan (the "2004 Plan") such that future grants will be granted under the 2012 Plan and any outstanding awards granted under the 2004 Plan that are cancelled, expired, forfeited, settled in cash, or otherwise terminated without a delivery of shares to the participant will not become available for grant under the 2012 Plan. The 2012 Plan permits the grant of stock options, stock appreciation rights, restricted stock, performance shares and other share-based or cash-based awards valued in whole or in part by reference to, or otherwise based on, our common stock. Subsequent to the initial approval of the 2012 Plan and through December 31, 2019, our shareholders approved amendments to the 2012 Plan to increase the number of shares reserved for issuance by </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,254,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, in the aggregate. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares remain available for issuance under the 2012 Plan. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On May 1, 2015, we adopted the Stock Ownership Participation Program (the “SOPP”), which is available to Huron employees below the managing director level who do not receive equity-based awards as part of their normal compensation plan. Under the SOPP, eligible employees may elect to use after-tax payroll deductions, or cash contributions, to purchase shares of the Company’s common stock on certain designated purchase dates. Employees who purchase stock under the SOPP are granted restricted stock equal to </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>25%</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of their purchased shares. Vesting of the restricted stock is subject to both a time-based vesting schedule and a requirement that the purchased shares be held for a specified period. The initial number of shares available for issuance under the SOPP was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>300,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Prior to the adoption of the SOPP, the matching share grants and the employee purchased shares under the stock ownership participation program were governed by the 2012 Plan. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, less than </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares remain available for issuance under the SOPP. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">It has been our practice to issue shares of common stock upon exercise of stock options and granting of restricted stock from authorized but unissued shares, with the exception of the SOPP under which shares are issued from treasury stock. Certain grants of restricted stock under the 2012 Plan may be issued from treasury stock at the direction of the Compensation Committee. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Share-based awards outstanding under our 2012 Plan and our 2004 Plan provide for a retirement eligibility provision, under which eligible employees who have reached </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>62</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> years of age and have completed </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>seven years</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of employment with Huron will continue vesting in their share-based awards after retirement, subject to certain conditions. This retirement eligibility provision also applies to future awards granted to eligible employees under the 2012 Plan. The Compensation Committee of the board of directors has the responsibility of interpreting the 2012 Plan and SOPP and determining all of the terms and conditions of awards made under the plans, including when the awards will become exercisable or otherwise vest.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total share-based compensation cost recognized for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$24.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$18.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$14.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively, with related income tax benefits of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">,</span><span style="font-family:Arial Narrow;font-size:10pt;color:#ee2724;"> </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$4.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$5.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">,</span><span style="font-family:Arial Narrow;font-size:10pt;color:#ee2724;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">respectively. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, there was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$26.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of total unrecognized compensation cost related to nonvested share-based awards. This cost is expected to be recognized over a weighted average period of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.2</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> years.</span></div><div style="line-height:120%;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Restricted Stock Awards</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The grant date fair values of our restricted stock awards are measured based on the fair value of our common stock at grant date and amortized into expense over the service period. Subject to acceleration under certain conditions, the majority of our restricted stock vests annually over </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>four years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the restricted stock activity for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="13"/></tr><tr><td style="width:41%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="8" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Number of Shares</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" rowspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Grant Date</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in dollars)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="padding-top:12px;text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2012 Omnibus Incentive Plan</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="padding-top:12px;text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Stock Ownership Participation Program</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested restricted stock at December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>747</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>758</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>43.08</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Granted</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>341</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>353</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>48.57</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Vested</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(284</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(10</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(294</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>46.25</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(30</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(31</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>45.24</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested restricted stock at December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>774</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>786</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>44.27</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The aggregate fair value of restricted stock that vested during the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$14.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$9.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$11.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. The weighted average grant date fair value per share of restricted stock granted during 2018 and 2017 was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$38.45</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$42.11</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Performance-based Share Awards</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">During </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, the Company granted performance-based stock awards to our named executive officers and certain managing directors. The total number of shares earned by recipients of these awards is contingent upon meeting practice specific and Company-wide performance goals. Following the performance period, certain awards are subject to the completion of a service period, which is generally an additional </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>two years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. These earned awards vest on a graded vesting schedule over the service period. For certain performance awards, the recipients may earn additional shares of stock for performance achieved above the stated target. The grant date fair values of our performance-based share awards are measured based on the fair value of our common stock at grant date. Compensation cost is amortized into expense over the service period, including the performance period.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the performance-based stock activity for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">. All nonvested performance-based stock outstanding at December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> was granted under the 2012 Omnibus Incentive Plan. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="7"/></tr><tr><td style="width:67%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Number of</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Shares</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Grant Date</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in dollars)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested performance-based stock at December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>436</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>36.81</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Granted </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>281</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>47.93</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Vested</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(73</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40.69</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(144</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>36.06</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested performance-based stock at December 31, 2019 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(3)</sup></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>500</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>42.72</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Shares granted in </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> are presented at the stated target, which represents the base number of shares that could be earned. Actual shares earned may be below or, for certain grants, above the target based on the achievement of specific financial goals.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(2)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited shares include shares forfeited as a result of not meeting the performance criteria of the award as well as shares forfeited upon termination.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(3)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>500,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> nonvested performance-based shares outstanding as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>403,794</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares were unearned and subject to achievement of specific financial goals. Once earned, the awards will be subject to time-based vesting according to the terms of the award. Based on </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> financial results, approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>110,936</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>403,794</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> unearned shares will be forfeited in the first quarter of </span><span style="font-family:Arial Narrow;font-size:10pt;">2020</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The aggregate fair value of performance-based stock that vested during the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$3.4 million</span></span><span style="font-family:inherit;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$3.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively. The weighted average grant date fair value per share of performance-based stock granted during </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$35.25</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$42.75</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Stock Options</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prior to 2014, the Company granted stock option awards to certain named executive officers. </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>No</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> stock option awards were granted in 2019, 2018, or 2017. The exercise prices of stock options are equal to the fair value of a share of common stock on the date of grant. Subject to acceleration under certain conditions, our stock options vest annually over </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>four years</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. All stock options have a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>10</span></span><span style="font-family:Arial Narrow;font-size:10pt;">-year contractual term.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Stock option activity for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> was as follows:</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="13"/></tr><tr><td style="width:41%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Number</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">of</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Options</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in thousands)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Exercise</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Price</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in dollars)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Remaining</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Contractual</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Term</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in years)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Aggregate</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Intrinsic</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Value</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in millions)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Outstanding at December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>154</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>30.52</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.5</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Granted</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Exercised</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(48</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25.97</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.6</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited or expired</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Outstanding at December 31, 2019 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>106</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>32.57</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.9</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.8</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Exercisable at December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>106</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>32.57</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.9</span></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.8</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>106,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> outstanding options, approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>74,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> were granted under the 2004 Omnibus Stock Plan, and the remaining </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>32,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> options were granted under the 2012 Omnibus Incentive Plan. </span></div></td></tr></table><span style="font-family:Arial Narrow;font-size:10pt;">The aggregate intrinsic value of options exercised during 2018 was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.8 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>No</span></span> options were exercised in 2017. 2254000 1100000 0.25 300000 100000 P62Y P7Y 24200000 18800000 14800000 5300000 4600000 5800000 26200000 P2Y2M12D P4Y <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the restricted stock activity for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="13"/></tr><tr><td style="width:41%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="8" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Number of Shares</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" rowspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Grant Date</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in dollars)</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="padding-top:12px;text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2012 Omnibus Incentive Plan</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="padding-top:12px;text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Stock Ownership Participation Program</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested restricted stock at December 31, 2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>747</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>758</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>43.08</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Granted</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>341</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>353</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>48.57</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Vested</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(284</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(10</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(294</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>46.25</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(30</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(31</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>45.24</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested restricted stock at December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>774</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>786</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>44.27</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 747000 11000 758000 43.08 341000 12000 353000 48.57 284000 10000 294000 46.25 30000 1000 31000 45.24 774000 12000 786000 44.27 14500000 9100000 11100000 38.45 42.11 P2Y <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below summarizes the performance-based stock activity for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">. All nonvested performance-based stock outstanding at December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> was granted under the 2012 Omnibus Incentive Plan. </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="7"/></tr><tr><td style="width:67%;"/><td style="width:15%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Number of</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Shares</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Grant Date</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Fair Value</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in dollars)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested performance-based stock at December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>436</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>36.81</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Granted </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>281</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>47.93</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Vested</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(73</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40.69</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(2)</sup></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(144</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>36.06</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Nonvested performance-based stock at December 31, 2019 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(3)</sup></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>500</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>42.72</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Shares granted in </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> are presented at the stated target, which represents the base number of shares that could be earned. Actual shares earned may be below or, for certain grants, above the target based on the achievement of specific financial goals.</span></div></td></tr></table><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(2)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited shares include shares forfeited as a result of not meeting the performance criteria of the award as well as shares forfeited upon termination.</span></div></td></tr></table><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(3)</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>500,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> nonvested performance-based shares outstanding as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>403,794</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> shares were unearned and subject to achievement of specific financial goals. Once earned, the awards will be subject to time-based vesting according to the terms of the award. Based on </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> financial results, approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>110,936</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>403,794</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> unearned shares will be forfeited in the first quarter of </span><span style="font-family:Arial Narrow;font-size:10pt;">2020</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div> 436000 36.81 281000 47.93 73000 40.69 144000 36.06 500000 42.72 500000 403794 110936 403794 3400000 1500000 3600000 35.25 42.75 0 P4Y P10Y <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Stock option activity for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> was as follows:</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="13"/></tr><tr><td style="width:41%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Number</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">of</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Options</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in thousands)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Exercise</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Price</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in dollars)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Weighted</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Average</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Remaining</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Contractual</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Term</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in years)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Aggregate</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Intrinsic</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Value</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">(in millions)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Outstanding at December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>154</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>30.52</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.5</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Granted</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Exercised</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(48</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25.97</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.6</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Forfeited or expired</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Outstanding at December 31, 2019 </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>106</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>32.57</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.9</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.8</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Exercisable at December 31, 2019</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>106</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>32.57</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.9</span></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3.8</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Of the </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>106,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> outstanding options, approximately </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>74,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> were granted under the 2004 Omnibus Stock Plan, and the remaining </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>32,000</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> options were granted under the 2012 Omnibus Incentive Plan. </span></div> 154000 30.52 P2Y6M 3200000 0 48000 25.97 1600000 0 106000 32.57 P1Y10M24D 3800000 106000 32.57 P1Y10M24D 3800000 106000 74000 32000 800000 0 Income Taxes<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (“2017 Tax Reform”), a tax reform bill which, among other items, reduced the corporate federal income tax rate from 35% to 21% and moved from a worldwide tax system to a territorial system. As a result of the enactment of this legislation during the fourth quarter of 2017, we estimated the remeasurement of our net deferred taxes based on the new lower tax rate, as well as provided for additional one-time income tax expense estimates primarily related to the transition tax on accumulated foreign earnings and elimination of foreign tax credits for dividends that are subject to the 100 percent exemption in our consolidated financial statements as of and for the year ended December 31, 2017. In 2017 and the first nine months of 2018, we recorded provisional amounts for certain enactment-date effects of 2017 Tax Reform by applying the guidance in Staff Accounting Bulletin (“SAB”) No. 118 because we had not yet completed our enactment-date accounting for these effects. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">During the fourth quarter of 2018, we completed our accounting for all of the enactment-date income tax effects of 2017 Tax Reform. For the year ended December 31, 2018, we recorded tax expense of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to establishing a valuation allowance for foreign tax credits, a tax benefit of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to the U.S. federal return to provision adjustments for the remeasurement of our net deferred taxes based on the new lower rate and tax expense of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.2 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> related to withholding tax on outside basis differences due to our change in assertion for permanent reinvestment. These amounts are recorded as a component of income tax expense from continuing operations. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2017 Tax Reform subjects a US shareholder to tax on Global Intangible Low-Taxed Income (GILTI) earned by certain foreign subsidiaries. The FASB Staff Q&amp;A, Topic 740, No. 5, </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Accounting for Global Intangible Low-Taxed Income</span><span style="font-family:Arial Narrow;font-size:10pt;">, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred. We have elected to recognize the tax on GILTI as a period expense in the period the tax is incurred.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The income tax expense for continuing operations for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> consists of the following: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:65%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Current:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Federal</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>125</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,611</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(635</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">State</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,014</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>286</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>545</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(422</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,885</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,040</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total current</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,717</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>560</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,950</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Deferred:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Federal</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,467</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,742</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(46,103</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">State</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,610</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,008</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,576</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(282</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,033</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,270</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total deferred</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,795</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,717</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(53,949</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income tax expense for continuing operations</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,512</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,277</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(51,999</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The components of income from continuing operations before taxes were as follows: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:56%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">U.S.</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>53,898</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,025</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(221,137</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,407</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,196</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,367</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>52,491</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25,221</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(222,504</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">A reconciliation of the U.S. statutory income tax rate to our effective tax rate for continuing operations is as follows: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="9"/></tr><tr><td style="width:56%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="8" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Percent of pretax income from continuing operations:</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">At U.S. statutory tax rate</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>35.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">State income taxes, net of federal benefit</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6.1</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.7</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Disallowed executive compensation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.0</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.5</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Meals and entertainment</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.6</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.0</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.3</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Tax credits</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3.1</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.4</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.2</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2.9</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6.9</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Realized investment (gains) losses</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.3</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.4</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net tax benefit related to “check-the-box” election</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.4</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Stock-based compensation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.1</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4.9</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign source income</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.5</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.7</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.1</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value of contingent consideration liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.4</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Global intangible low-taxed income </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.1</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Transition tax on accumulated foreign earnings, net of credits</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.8</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.3</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">U.S. federal rate change</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2.3</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3.4</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill impairment charges</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(10.2</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.1</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.0</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.0</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Effective income tax rate for continuing operations</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20.0</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>44.7</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23.4</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The effective tax rate for discontinued operations in </span><span style="font-family:Arial Narrow;font-size:10pt;">2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>26.0%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, based on a tax benefit of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and pretax loss from discontinued operations of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and was higher than the statutory tax rate primarily due to state income taxes. The effective tax rate for discontinued operations in 2018 was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>26.7%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, based on tax expense of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and a pretax loss from discontinued operations of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and was higher than the statutory tax rate primarily due to state income taxes.</span><span style="font-family:inherit;font-size:10pt;"> </span><span style="font-family:Arial Narrow;font-size:10pt;">The effective tax rate for discontinued operations in </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">2017 was </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>60.0%</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, based on tax expense of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and a pretax income from discontinued operations of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.0 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, and was higher than the statutory tax rate primarily due the settlement of foreign tax audits. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The net deferred tax liabilities for continuing operations at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> consisted of the following: </span></div><div style="line-height:120%;padding-top:8px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:67%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred tax assets:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,541</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued payroll and other liabilities</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,289</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,737</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Share-based compensation</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,970</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,150</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Tax credits</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>465</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,548</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net operating loss carryforwards</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>280</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,247</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred lease incentives</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,100</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Restructuring charge liability</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>639</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,451</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,466</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total deferred tax assets</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>41,996</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,887</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:84px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,016</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,143</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net deferred tax assets</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,980</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,744</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred tax liabilities:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Intangibles and goodwill</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(16,421</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,665</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(14,675</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible debt investment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(5,608</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(5,934</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Software development costs</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(4,496</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,655</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(4,039</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,604</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prepaid expenses</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,183</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,794</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(483</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(671</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total deferred tax liabilities</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(47,905</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(20,323</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net deferred tax asset (liability) for continuing operations</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,925</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,421</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, we had valuation allowances of $1.0 million and $3.1 million, respectively, primarily due to uncertainties relating to the ability to realize deferred tax assets recorded for foreign losses and tax credits. The decrease in valuation allowances in 2019 primarily related to a decrease in the valuation allowance for foreign tax credits.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We have federal and state tax credit carryforwards of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> which will begin to expire in 2020, if not utilized. We also have foreign net operating losses of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.3 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">, which carryforward indefinitely. We have no federal or state net operating loss carryforwards as of December 31, 2019.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">A reconciliation of our beginning and ending amount of unrecognized tax benefits is as follows: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:70%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:27%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Unrecognized Tax Benefits</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at January 1, 2017</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,340</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to lapse of statute of limitations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,410</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease based on tax positions related to prior years</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(117</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at December 31, 2017</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>813</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions based on tax positions related to prior years</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>115</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to lapse of statute of limitations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(28</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>900</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to settlements of prior year tax positions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(115</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to lapse of statute of limitations</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(735</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at December 31, 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, we had $0.1 million of unrecognized tax benefits which would affect the effective tax rate of continuing operations if recognized. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, we had less than $0.1 million and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.1 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> accrued for the potential payment of interest and penalties. Accrued interest and penalties are recorded as a component of provision for income taxes on our consolidated statement of operations.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We file income tax returns with federal, state, local and foreign jurisdictions. Tax years </span><span><span style="font-family:Arial Narrow;">2016 through 2018</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> are subject to future examinations by federal tax authorities. Tax years </span><span><span style="font-family:Arial Narrow;">2013 through 2018</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> are subject to future examinations by state and local tax authorities. Our foreign income tax filings are subject to future examinations by the local foreign tax authorities for tax years </span><span><span style="font-family:Arial Narrow;">2014 through 2018</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. Currently, we are not under audit by any tax authority.</span></div> 2200000 600000 200000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The income tax expense for continuing operations for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;"> consists of the following: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:65%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Current:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Federal</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>125</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,611</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(635</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">State</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,014</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>286</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>545</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(422</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,885</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,040</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total current</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,717</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>560</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,950</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Deferred:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Federal</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,467</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,742</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(46,103</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">State</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,610</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,008</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,576</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(282</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,033</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,270</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total deferred</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,795</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,717</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(53,949</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income tax expense for continuing operations</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,512</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,277</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(51,999</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 125000 -1611000 -635000 2014000 286000 545000 -422000 1885000 2040000 1717000 560000 1950000 7467000 9742000 -46103000 1610000 2008000 -6576000 -282000 -1033000 -1270000 8795000 10717000 -53949000 10512000 11277000 -51999000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The components of income from continuing operations before taxes were as follows: </span></div><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:56%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:12%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">U.S.</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>53,898</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,025</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(221,137</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,407</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,196</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,367</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>52,491</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25,221</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(222,504</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div> 53898000 17025000 -221137000 -1407000 8196000 -1367000 52491000 25221000 -222504000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">A reconciliation of the U.S. statutory income tax rate to our effective tax rate for continuing operations is as follows: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="9"/></tr><tr><td style="width:56%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:13%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="8" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Percent of pretax income from continuing operations:</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">At U.S. statutory tax rate</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>35.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">State income taxes, net of federal benefit</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6.1</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.7</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Disallowed executive compensation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.0</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.5</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Meals and entertainment</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.6</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.0</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.3</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Tax credits</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3.1</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.4</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.2</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2.9</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6.9</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Realized investment (gains) losses</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.3</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.4</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net tax benefit related to “check-the-box” election</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.4</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1.2</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Stock-based compensation</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.1</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4.9</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Foreign source income</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.5</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.7</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.1</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Change in fair value of contingent consideration liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.4</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Global intangible low-taxed income </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2.1</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Transition tax on accumulated foreign earnings, net of credits</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.8</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.3</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">U.S. federal rate change</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2.3</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3.4</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill impairment charges</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(10.2</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.1</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.0</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1.0</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Effective income tax rate for continuing operations</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20.0</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>44.7</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23.4</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> %</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 0.210 0.210 0.350 0.061 0.072 0.027 0.020 0.025 0 0.016 0.020 -0.003 0.031 0.014 -0.002 -0.029 0.069 -0.002 -0.018 0.013 0.004 -0.014 0 0.012 -0.011 0.049 -0.008 -0.005 -0.017 0.001 0 0.024 0 0 0.021 0 0 0.008 -0.003 0 -0.023 -0.034 0 0 -0.102 0.001 -0.010 -0.010 0.200 0.447 0.234 0.260 100000 300000 0.267 100000 400000 0.600 600000 1000000.0 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The net deferred tax liabilities for continuing operations at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;"> consisted of the following: </span></div><div style="line-height:120%;padding-top:8px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:99.80506822612085%;border-collapse:collapse;text-align:left;"><tr><td colspan="8"/></tr><tr><td style="width:67%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:14%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="7" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred tax assets:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease liabilities</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,541</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Accrued payroll and other liabilities</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>12,289</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,737</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Share-based compensation</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,970</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,150</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Tax credits</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>465</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,548</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net operating loss carryforwards</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>280</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,247</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred lease incentives</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,100</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Restructuring charge liability</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>639</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,451</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,466</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total deferred tax assets</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>41,996</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,887</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:84px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,016</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,143</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net deferred tax assets</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,980</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,744</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Deferred tax liabilities:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Intangibles and goodwill</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(16,421</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,665</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating lease right-of-use assets</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(14,675</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">—</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Convertible debt investment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(5,608</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(5,934</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Software development costs</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(4,496</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,655</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Property and equipment</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(4,039</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,604</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Prepaid expenses</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,183</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,794</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(483</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(671</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:52px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total deferred tax liabilities</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(47,905</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(20,323</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net deferred tax asset (liability) for continuing operations</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(6,925</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,421</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div> 20541000 12289000 6737000 6970000 6150000 465000 3548000 280000 2247000 0 4100000 0 639000 1451000 1466000 41996000 24887000 1016000 3143000 40980000 21744000 16421000 6665000 14675000 5608000 5934000 4496000 1655000 4039000 3604000 2183000 1794000 483000 671000 47905000 20323000 6925000 1421000 500000 300000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">A reconciliation of our beginning and ending amount of unrecognized tax benefits is as follows: </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="5"/></tr><tr><td style="width:70%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:27%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Unrecognized Tax Benefits</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at January 1, 2017</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,340</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to lapse of statute of limitations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,410</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease based on tax positions related to prior years</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(117</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at December 31, 2017</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>813</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions based on tax positions related to prior years</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>115</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to lapse of statute of limitations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(28</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at December 31, 2018</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>900</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to settlements of prior year tax positions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(115</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Decrease due to lapse of statute of limitations</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(735</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Balance at December 31, 2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 3340000 2410000 117000 813000 115000 28000 900000 115000 735000 50000 100000 2016 through 2018 2013 through 2018 2014 through 2018 Commitments, Contingencies and Guarantees<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Lease Commitments</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">We lease office space, data centers and certain equipment under non-cancelable operating lease arrangements expiring on various dates through 2029, with various renewal options. Office facilities under operating leases include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of real estate taxes, insurance and operating expenses. See Note </span><span style="font-family:Arial Narrow;font-size:10pt;">5</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Leases" for additional information on our leases, including the remaining expected lease payments under our operating leases as of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Litigation</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">During the year ended December 31, 2019, we recorded a </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$0.4 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> litigation loss accrual related to a legal claim that was subsequently settled during the first quarter of 2020. During the year ended December 31, 2018, we reached a settlement agreement related to Huron's claim in a class action lawsuit, resulting in a gain of </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$2.5 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;">. These items are recorded in litigation and other losses (gains), net on our consolidated statement of operations. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">From time to time, we are involved in legal proceedings and litigation arising in the ordinary course of business. As of the date of this Annual Report on Form 10-K, we are not a party to any litigation or legal proceeding that, in the current opinion of management, could have a material adverse effect on our financial position or results of operations. However, due to the risks and uncertainties inherent in legal proceedings, actual results could differ from current expected results.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Guarantees</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Guarantees in the form of letters of credit totaling </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.7 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>$1.6 million</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> were outstanding at </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, respectively, primarily to support certain office lease obligations.</span></div><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">In connection with certain business acquisitions, we may be required to pay post-closing consideration to the sellers if specific financial performance targets are met over a number of years as specified in the related purchase agreements. As of </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, the </span></div><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">estimated fair value of our outstanding contingent consideration liability was zero. As of December 31, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, the total estimated fair value of our contingent consideration liabilities was </span><span style="font-family:Arial Narrow;font-size:10pt;">$11.4 million</span><span style="font-family:Arial Narrow;font-size:10pt;">. </span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">To the extent permitted by law, our bylaws and articles of incorporation require that we indemnify our officers and directors against judgments, fines and amounts paid in settlement, including attorneys’ fees, incurred in connection with civil or criminal action or proceedings, as it relates to their services to us if such person acted in good faith. Although there is no limit on the amount of indemnification, we may have recourse against our insurance carrier for certain payments made.</span></div> 400000 2500000 1700000 1600000 Segment Information<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker, who is our chief executive officer, manages the business under </span><span style="font-family:Arial Narrow;font-size:10pt;"><span>three</span></span><span style="font-family:Arial Narrow;font-size:10pt;"> operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education. </span></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:48px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:24px;"><span style="font-family:Arial Narrow;font-size:10pt;">•</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;padding-left:48px;font-size:10pt;"><span style="font-family:Arial Narrow;">Our Healthcare segment has a depth of expertise in financial and operational improvement, care transformation, culture and organizational excellence, strategy, and technology and analytics. We serve national and regional hospitals, integrated health systems, academic medical centers, community hospitals, and medical groups. Our solutions help clients evolve and adapt to the rapidly changing healthcare environment and achieve growth, optimize performance, enhance profitability, improve quality and clinical outcomes, align leaders, improve organizational culture, and drive physician, patient, and employee engagement across the enterprise to deliver better consumer outcomes.</span></div><div style="line-height:120%;padding-top:12px;padding-left:48px;font-size:10pt;"><span style="font-family:Arial Narrow;">We help organizations transform and innovate their delivery model to focus on patient wellness by improving quality outcomes, minimizing care variation and fundamentally improving patient and population health. Our consultants collaborate with clients to help build and sustain today’s business to invest in the future by reducing complexity, improving operational efficiency and growing market share. We enable the healthcare of the future by identifying, integrating and optimizing digital and technology investments to collect data that transforms care delivery and improves patient outcomes. We also develop future leaders capable of driving meaningful cultural and organizational change and who transform the consumer experience.</span><span style="font-family:Arial Narrow;font-size:10pt;"> </span></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:48px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:24px;"><span style="font-family:Arial Narrow;font-size:10pt;">•</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Advisory</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;text-align:left;padding-left:48px;font-size:10pt;"><span style="font-family:Arial Narrow;">Our Business Advisory segment provides services to large and middle market organizations, lending institutions, law firms, investment banks, private equity firms, and not-for-profit organizations, including higher education and healthcare institutions. We assist clients in a broad range of industries and across the spectrum from healthy, well-capitalized companies to organizations in transition, as well as creditors, equity owners, and other key constituents. Our Enterprise Solutions and Analytics experts advise, deliver, and optimize technology and analytic solutions that enable organizations to manage and optimize their financial performance, operational efficiency, and client or stakeholder experience. Our Business Advisory experts resolve complex business issues and enhance client enterprise value through a suite of services including capital advisory, transaction advisory, operational improvement, restructuring and turnaround, valuation, and dispute advisory. Our Strategy and Innovation professionals collaborate with clients across a range of industries to identify new growth opportunities, build new ventures and capabilities, and accelerate organizational change. Our Life Sciences professionals provide strategic solutions to help pharmaceutical, medical device, and biotechnology companies deliver more value to patients, payers, and providers, and comply with regulations.</span></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:48px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:24px;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">•</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;text-align:left;padding-left:48px;font-size:10pt;"><span style="font-family:Arial Narrow;">Our Education segment provides consulting and technology solutions to higher education institutions and academic medical centers. We collaborate with clients to address challenges relating to business and technology strategy, financial and operational excellence, student success, research administration, and regulatory compliance. Our research enterprise solutions assist clients in identifying and implementing institutional research strategy, optimizing clinical research operations, improving financial management and cost reimbursement, improving service to faculty, and mitigating risk compliance. Our technology strategy, enterprise applications, and analytic solutions transform and optimize operations, deliver time and cost savings, and enhance the student experience. Our institutional strategy, budgeting and financial management, and business operations align missions with business priorities, improve quality, and reduce costs institution-wide. Our student solutions improve attraction, retention and graduation rates, increase student satisfaction and help generate quality outcomes.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income consists of the revenues generated by a segment, less the direct costs of revenue and selling, general and administrative expenses that are incurred directly by the segment. Unallocated corporate costs include costs related to administrative functions that are performed in a centralized manner that are not attributable to a particular segment. These administrative function costs include costs for corporate office support, office facility costs, costs relating to accounting and finance, human resources, legal, marketing, information technology, and company-wide business development functions, as well as costs related to overall corporate management. </span></div><div style="line-height:120%;padding-bottom:4px;padding-top:4px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The tables below set forth information about our operating segments for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements. We do not present financial information by geographic area because our international operations are immaterial. </span><span style="font-family:Arial Narrow;font-size:9pt;"> </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:59%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>356,909</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>125,724</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>108,060</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>118,761</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income as a percentage of segment revenues</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>31.5</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>29.6</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>33.3</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Advisory:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>207,753</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,695</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,625</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>46,600</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income as a percentage of segment revenues</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>19.7</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21.4</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22.4</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education: </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>167,908</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>55,741</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>48,243</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,318</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income as a percentage of segment revenues</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total Company:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>732,570</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>88,717</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>82,874</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>75,175</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total revenues and reimbursable expenses</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>965,474</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>877,999</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>807,745</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>231,160</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>206,928</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>205,679</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Items not allocated at the segment level:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other operating expenses</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>140,285</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>122,276</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>120,718</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Litigation and other losses (gains), net</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,196</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,019</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,111</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Depreciation and amortization</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>28,365</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>34,575</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>38,213</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill impairment charges </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>253,093</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other expense, net</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,215</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>26,875</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>15,048</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from continuing operations before taxes</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>52,491</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25,221</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(222,504</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><table cellpadding="0" cellspacing="0" style="padding-top:8px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The goodwill impairment charges are not allocated at the segment level because the underlying goodwill asset is reflective of our corporate investment in the segments. We do not include the impact of goodwill impairment charges in our evaluation of segment performance.</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;padding-left:24px;text-indent:-24px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="13"/></tr><tr><td style="width:64%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Segment Assets:</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Healthcare</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>73,019</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>65,133</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>70,097</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Business Advisory</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>59,315</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>59,017</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>58,217</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Education</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>38,881</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>26,990</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>31,367</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unallocated assets </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>933,056</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>898,392</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>877,247</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total assets</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,104,271</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,049,532</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,036,928</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:12px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unallocated assets include goodwill and intangible assets and our long-term investments, as management does not evaluate these items at the segment level when assessing segment performance or allocating resources. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">4</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Goodwill and Intangible Assets" and Note </span><span style="font-family:Arial Narrow;font-size:10pt;">13</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Fair Value of Financial Instruments" for further information on these assets.</span></div></td></tr></table><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table illustrates the disaggregation of revenues by billing arrangements, employee types, and timing of revenue recognition, including a reconciliation of the disaggregated revenues to revenues from our three operating segments for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and 2018.</span></div><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:57%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Advisory</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Billing Arrangements</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Fixed-fee</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>249,479</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>100,635</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>51,826</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>401,940</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Time and expense</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>55,204</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>139,610</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>154,893</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>349,707</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Performance-based</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>71,051</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,856</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>77,907</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Software support, maintenance and subscriptions</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,487</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,407</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,309</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>47,203</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Employee Type </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time billable consultants</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>280,915</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>243,350</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>195,844</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>720,109</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time equivalents</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>118,306</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,158</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>29,184</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>156,648</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Timing of Revenue Recognition</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized over time</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>390,884</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>223,673</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>867,065</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized at a point in time</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,337</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,355</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,692</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:57%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31, 2018</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Advisory</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Billing Arrangements</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Fixed-fee</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>239,263</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>98,119</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>39,586</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>376,968</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Time and expense</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>58,377</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>128,583</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>140,824</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>327,784</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Performance-based</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>42,684</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,405</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>48,089</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Software support, maintenance and subscriptions</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,439</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,078</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,767</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>42,284</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Employee Type </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time billable consultants</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>247,416</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,335</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>170,496</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>643,247</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time equivalents</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>117,347</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,850</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,681</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>151,878</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Timing of Revenue Recognition</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized over time</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>356,826</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>190,526</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>783,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized at a point in time</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,937</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,651</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,588</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><table cellpadding="0" cellspacing="0" style="padding-top:8px;font-family:Times New Roman; font-size:10pt;"><tr><td style="width:24px;"/><td/></tr><tr><td style="vertical-align:top"><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1) </span></div></td><td style="vertical-align:top;"><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Full-time billable consultants consist of our full-time professionals who provide consulting services to our clients and are billable to our clients based on the number of hours worked. Full-time equivalent professionals consist of our coaches and their support staff within our Culture and Organizational Excellence solution, consultants who work variable schedules as needed by our clients, employees who provide managed services in our Healthcare segment, and full-time employees who provide software support and maintenance services to our clients.</span></div></td></tr></table><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">For the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, substantially all of our revenues and long-lived assets were attributed to or located in the United States.</span></div><div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">At </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, no single client accounted for greater than 10% of our combined receivables and unbilled services balances. During the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, no single client generated greater than 10% of our consolidated revenues. </span></div> 3 <div style="line-height:120%;padding-bottom:4px;padding-top:4px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The tables below set forth information about our operating segments for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">, along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements. We do not present financial information by geographic area because our international operations are immaterial. </span><span style="font-family:Arial Narrow;font-size:9pt;"> </span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="12"/></tr><tr><td style="width:59%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>356,909</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>125,724</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>108,060</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>118,761</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income as a percentage of segment revenues</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>31.5</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>29.6</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>33.3</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Advisory:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>207,753</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,695</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>50,625</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>46,600</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income as a percentage of segment revenues</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>19.7</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21.4</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22.4</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education: </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>167,908</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>55,741</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>48,243</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,318</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income as a percentage of segment revenues</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24.8</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24.0</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">%</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total Company:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>732,570</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>88,717</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>82,874</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>75,175</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total revenues and reimbursable expenses</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>965,474</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>877,999</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>807,745</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:20px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Segment operating income</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>231,160</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>206,928</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>205,679</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Items not allocated at the segment level:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other operating expenses</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>140,285</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>122,276</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>120,718</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Litigation and other losses (gains), net</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(1,196</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(2,019</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,111</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Depreciation and amortization</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>28,365</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>34,575</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>38,213</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Goodwill impairment charges </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>253,093</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Other expense, net</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,215</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>26,875</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>15,048</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from continuing operations before taxes</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>52,491</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>25,221</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(222,504</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div><div style="line-height:120%;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The goodwill impairment charges are not allocated at the segment level because the underlying goodwill asset is reflective of our corporate investment in the segments. We do not include the impact of goodwill impairment charges in our evaluation of segment performance.</span></div> 399221000 364763000 356909000 125724000 108060000 118761000 0.315 0.296 0.333 252508000 236185000 207753000 49695000 50625000 46600000 0.197 0.214 0.224 225028000 194177000 167908000 55741000 48243000 40318000 0.248 0.248 0.240 876757000 795125000 732570000 88717000 82874000 75175000 965474000 877999000 807745000 231160000 206928000 205679000 140285000 122276000 120718000 -1196000 -2019000 1111000 28365000 34575000 38213000 0 0 253093000 11215000 26875000 15048000 52491000 25221000 -222504000 <div style="line-height:120%;padding-top:12px;padding-left:24px;text-indent:-24px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="13"/></tr><tr><td style="width:64%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="11" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">As of December 31,</span></div></td></tr><tr><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Segment Assets:</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2019</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2018</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;border-top:1px solid #000000;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">2017</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Healthcare</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>73,019</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>65,133</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>70,097</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Business Advisory</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>59,315</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>59,017</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>58,217</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Education</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>38,881</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>26,990</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>31,367</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unallocated assets </span><span style="font-family:Arial Narrow;font-size:10pt;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>933,056</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>898,392</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>877,247</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total assets</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,104,271</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,049,532</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,036,928</span></span></div></td><td style="vertical-align:bottom;border-bottom:3px double #000000;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Unallocated assets include goodwill and intangible assets and our long-term investments, as management does not evaluate these items at the segment level when assessing segment performance or allocating resources. Refer to Note </span><span style="font-family:Arial Narrow;font-size:10pt;">4</span><span style="font-family:Arial Narrow;font-size:10pt;"> “Goodwill and Intangible Assets" and Note </span><span style="font-family:Arial Narrow;font-size:10pt;">13</span><span style="font-family:Arial Narrow;font-size:10pt;"> "Fair Value of Financial Instruments" for further information on these assets.</span></div> 73019000 65133000 70097000 59315000 59017000 58217000 38881000 26990000 31367000 933056000 898392000 877247000 1104271000 1049532000 1036928000 <div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The following table illustrates the disaggregation of revenues by billing arrangements, employee types, and timing of revenue recognition, including a reconciliation of the disaggregated revenues to revenues from our three operating segments for the year ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;"> and 2018.</span></div><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:57%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31, 2019</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Advisory</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Billing Arrangements</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Fixed-fee</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>249,479</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>100,635</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>51,826</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>401,940</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Time and expense</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>55,204</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>139,610</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>154,893</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>349,707</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Performance-based</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>71,051</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,856</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>77,907</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Software support, maintenance and subscriptions</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,487</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,407</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,309</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>47,203</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Employee Type </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time billable consultants</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>280,915</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>243,350</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>195,844</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>720,109</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time equivalents</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>118,306</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,158</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>29,184</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>156,648</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Timing of Revenue Recognition</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized over time</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>390,884</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>223,673</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>867,065</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized at a point in time</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,337</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,355</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>9,692</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>399,221</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>252,508</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,028</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>876,757</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;padding-left:4px;padding-top:12px;text-align:center;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;margin-left:auto;margin-right:auto;width:99.41520467836257%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:57%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:8%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Year Ended December 31, 2018</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Healthcare</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Business Advisory</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Education</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Billing Arrangements</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Fixed-fee</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>239,263</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>98,119</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>39,586</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>376,968</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Time and expense</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>58,377</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>128,583</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>140,824</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>327,784</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Performance-based</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>42,684</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,405</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>48,089</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Software support, maintenance and subscriptions</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,439</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>4,078</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,767</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>42,284</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Employee Type </span><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time billable consultants</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>247,416</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>225,335</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>170,496</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>643,247</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue generated by full-time equivalents</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>117,347</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,850</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,681</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>151,878</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;height:17px;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-style:italic;">Timing of Revenue Recognition</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized over time</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>356,826</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>190,526</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>783,537</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenue recognized at a point in time</span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>7,937</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,651</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>11,588</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Total</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>364,763</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>236,185</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>194,177</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>795,125</span></span></div></td><td style="vertical-align:bottom;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1) </span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Full-time billable consultants consist of our full-time professionals who provide consulting services to our clients and are billable to our clients based on the number of hours worked. Full-time equivalent professionals consist of our coaches and their support staff within our Culture and Organizational Excellence solution, consultants who work variable schedules as needed by our clients, employees who provide managed services in our Healthcare segment, and full-time employees who provide software support and maintenance services to our clients.</span></div> 249479000 100635000 51826000 401940000 55204000 139610000 154893000 349707000 71051000 6856000 0 77907000 23487000 5407000 18309000 47203000 399221000 252508000 225028000 876757000 280915000 243350000 195844000 720109000 118306000 9158000 29184000 156648000 399221000 252508000 225028000 876757000 390884000 252508000 223673000 867065000 8337000 0 1355000 9692000 399221000 252508000 225028000 876757000 239263000 98119000 39586000 376968000 58377000 128583000 140824000 327784000 42684000 5405000 0 48089000 24439000 4078000 13767000 42284000 364763000 236185000 194177000 795125000 247416000 225335000 170496000 643247000 117347000 10850000 23681000 151878000 364763000 236185000 194177000 795125000 356826000 236185000 190526000 783537000 7937000 0 3651000 11588000 364763000 236185000 194177000 795125000 Valuation and Qualifying Accounts<div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the carrying amount of our allowances for doubtful accounts and unbilled services and valuation allowance for deferred tax assets for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="14"/></tr><tr><td style="width:49%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Beginning</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">balance</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Additions </span><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Deductions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Ending</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">balance</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Year ended December 31, 2017:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Allowances for doubtful accounts and unbilled services</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,259</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>43,888</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,648</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,499</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance for deferred tax assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>626</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>793</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>172</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,247</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Year ended December 31, 2018:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Allowances for doubtful accounts and unbilled services</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,499</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,390</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>51,648</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,241</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance for deferred tax assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,247</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,314</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>418</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,143</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Year ended December 31, 2019:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Allowances for doubtful accounts and unbilled services</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,241</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69,979</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>73,552</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,668</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance for deferred tax assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,143</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,128</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,016</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions to allowances for doubtful accounts and unbilled services are charged to revenues to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, the provision is charged to operating expenses. Additions also include allowances acquired in business acquisitions, which were not material in any period presented.</span></div> <div style="line-height:120%;padding-top:12px;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">The table below sets forth the changes in the carrying amount of our allowances for doubtful accounts and unbilled services and valuation allowance for deferred tax assets for the years ended </span><span style="font-family:Arial Narrow;font-size:10pt;">December 31, 2019</span><span style="font-family:Arial Narrow;font-size:10pt;">, </span><span style="font-family:Arial Narrow;font-size:10pt;">2018</span><span style="font-family:Arial Narrow;font-size:10pt;">, and </span><span style="font-family:Arial Narrow;font-size:10pt;">2017</span><span style="font-family:Arial Narrow;font-size:10pt;">.</span><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="14"/></tr><tr><td style="width:49%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:11%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:10%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Beginning</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">balance</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Additions </span><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;"><sup style="vertical-align:top;line-height:120%;font-size:6pt">(1)</sup></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Deductions</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Ending</span></div><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">balance</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Year ended December 31, 2017:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Allowances for doubtful accounts and unbilled services</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,259</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>43,888</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>40,648</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,499</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance for deferred tax assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>626</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>793</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>172</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,247</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Year ended December 31, 2018:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Allowances for doubtful accounts and unbilled services</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>24,499</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>49,390</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>51,648</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,241</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance for deferred tax assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,247</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,314</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>418</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,143</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Year ended December 31, 2019:</span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Allowances for doubtful accounts and unbilled services</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,241</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>69,979</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>73,552</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,668</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:12px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Valuation allowance for deferred tax assets</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,143</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,128</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>1,016</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div></div><div style="line-height:120%;font-size:10pt;padding-left:0px;"><span style="font-family:Arial Narrow;font-size:10pt;">(1)</span></div><div style="line-height:120%;text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Additions to allowances for doubtful accounts and unbilled services are charged to revenues to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, the provision is charged to operating expenses. Additions also include allowances acquired in business acquisitions, which were not material in any period presented.</span></div> 21259000 43888000 40648000 24499000 626000 793000 172000 1247000 24499000 49390000 51648000 22241000 1247000 2314000 418000 3143000 22241000 69979000 73552000 18668000 3143000 1000 2128000 1016000 Selected Quarterly Financial Data (Unaudited)<div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:53%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Quarter Ended</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;text-decoration:underline;">2019</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Mar. 31</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Jun. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sep. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Dec. 31</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>204,445</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>220,754</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>219,289</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>232,269</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,617</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,534</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,636</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,930</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total revenues and reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>223,062</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>244,288</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,925</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>255,199</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Gross profit</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>65,496</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>77,832</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>75,158</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>77,315</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,756</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,875</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,576</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,499</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income from continuing operations</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,350</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,569</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,706</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,354</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Loss from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(46</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(97</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(52</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(41</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,304</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,472</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,654</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,313</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings per basic share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.48</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.62</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.65</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Loss from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.48</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.62</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.65</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings per diluted share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.47</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.61</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Loss from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.47</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.61</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average shares used in calculating earnings per share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Basic</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,868</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,997</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,052</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,051</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Diluted</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,311</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,400</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,561</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,676</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span><div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:53%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Quarter Ended</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;text-decoration:underline;">2018</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Mar. 31</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Jun. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sep. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Dec. 31</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>193,679</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>197,544</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>198,448</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>205,454</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,619</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,733</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,296</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,226</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total revenues and reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>211,298</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>218,277</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>219,744</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>228,680</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Gross profit</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>59,745</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>68,820</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>68,893</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>71,834</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,322</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>19,138</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,561</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,075</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,222</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,862</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,249</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,055</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(42</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(490</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>228</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,264</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,372</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,477</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,061</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per basic share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.27</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.38</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.02</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.01</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.25</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.39</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per diluted share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.27</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.37</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.02</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.01</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.25</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.38</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average shares used in calculating earnings per share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Basic</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,592</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,709</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,745</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,774</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Diluted</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,592</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,918</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,110</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,294</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> <div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:53%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Quarter Ended</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;text-decoration:underline;">2019</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Mar. 31</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Jun. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sep. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Dec. 31</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>204,445</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>220,754</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>219,289</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>232,269</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,617</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,534</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,636</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,930</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total revenues and reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>223,062</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>244,288</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>242,925</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>255,199</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Gross profit</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>65,496</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>77,832</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>75,158</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>77,315</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6,756</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,875</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,576</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>18,499</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income from continuing operations</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,350</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,569</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,706</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,354</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Loss from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(46</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(97</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(52</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(41</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,304</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>10,472</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,654</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>14,313</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings per basic share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.48</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.62</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.65</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Loss from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.48</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.62</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.65</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings per diluted share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.47</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.61</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Loss from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.47</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.61</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.63</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average shares used in calculating earnings per share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Basic</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,868</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,997</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,052</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,051</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Diluted</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,311</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,400</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,561</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,676</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span> 204445000 220754000 219289000 232269000 18617000 23534000 23636000 22930000 223062000 244288000 242925000 255199000 65496000 77832000 75158000 77315000 6756000 17875000 20576000 18499000 3350000 10569000 13706000 14354000 -46000 -97000 -52000 -41000 3304000 10472000 13654000 14313000 0.15 0.48 0.62 0.65 0 0 0 0 0.15 0.48 0.62 0.65 0.15 0.47 0.61 0.63 0 0 0 0 0.15 0.47 0.61 0.63 21868000 21997000 22052000 22051000 22311000 22400000 22561000 22676000 <div style="line-height:120%;padding-top:12px;font-size:10pt;"><div style="padding-left:0px;text-indent:0px;line-height:normal;padding-top:10px;"><table cellpadding="0" cellspacing="0" style="font-family:Times New Roman;font-size:10pt;width:100%;border-collapse:collapse;text-align:left;"><tr><td colspan="16"/></tr><tr><td style="width:53%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:1%;"/><td style="width:9%;"/><td style="width:1%;"/></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:8pt;"><span style="font-family:Arial Narrow;font-size:8pt;"> </span></div></td><td colspan="15" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Quarter Ended</span></div></td></tr><tr><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;text-decoration:underline;">2018</span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Mar. 31</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Jun. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Sep. 30</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:center;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;font-weight:bold;">Dec. 31</span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Revenues</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>193,679</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>197,544</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>198,448</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>205,454</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,619</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>20,733</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,296</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>23,226</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Total revenues and reimbursable expenses</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>211,298</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>218,277</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>219,744</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>228,680</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Gross profit</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>59,745</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>68,820</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>68,893</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>71,834</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Operating income</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>2,322</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>19,138</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>13,561</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>17,075</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,222</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,862</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,249</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,055</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(42</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(490</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>228</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>6</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(3,264</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>5,372</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>8,477</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>3,061</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per basic share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.27</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.38</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.02</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.01</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.25</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.39</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net earnings (loss) per diluted share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss) from continuing operations</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.27</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.37</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Income (loss) from discontinued operations, net of tax</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.02</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-right:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.01</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>—</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Net income (loss)</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>(0.15</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-right:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">)</span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.25</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.38</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-left:2px;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">$</span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;padding-top:2px;padding-bottom:2px;border-top:1px solid #000000;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>0.14</span></span></div></td><td style="vertical-align:bottom;border-bottom:1px solid #000000;border-top:1px solid #000000;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Weighted average shares used in calculating earnings per share:</span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="3" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td></tr><tr><td style="vertical-align:top;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Basic</span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,592</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,709</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,745</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,774</span></span></div></td><td style="vertical-align:bottom;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr><tr><td style="vertical-align:top;background-color:#cceeff;padding-left:28px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="text-align:left;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;">Diluted</span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,592</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>21,918</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,110</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;padding-right:2px;"><div style="overflow:hidden;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"> </span></div></td><td colspan="2" style="vertical-align:bottom;background-color:#cceeff;padding-left:2px;padding-top:2px;padding-bottom:2px;"><div style="text-align:right;font-size:10pt;"><span style="font-family:Arial Narrow;font-size:10pt;"><span>22,294</span></span></div></td><td style="vertical-align:bottom;background-color:#cceeff;"><div style="text-align:left;font-size:10pt;"><span style="font-family:inherit;font-size:10pt;"><br/></span></div></td></tr></table></div><span style="font-family:inherit;font-size:10pt;"><br/></span></div> 193679000 197544000 198448000 205454000 17619000 20733000 21296000 23226000 211298000 218277000 219744000 228680000 59745000 68820000 68893000 71834000 2322000 19138000 13561000 17075000 -3222000 5862000 8249000 3055000 -42000 -490000 228000 6000 -3264000 5372000 8477000 3061000 -0.15 0.27 0.38 0.14 0 -0.02 0.01 0 -0.15 0.25 0.39 0.14 -0.15 0.27 0.37 0.14 0 -0.02 0.01 0 -0.15 0.25 0.38 0.14 21592000 21709000 21745000 21774000 21592000 21918000 22110000 22294000 XML 38 R54.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Goodwill [Line Items]      
Goodwill $ 1,042,756 $ 1,041,339 $ 1,041,826
Accumulated impairment losses (396,076) (396,076) (396,076)
Goodwill, net beginning balance 645,263 645,750  
Goodwill recorded in connection with business combinations 1,060 186  
Foreign currency translation 357 (673)  
Goodwill, net ending balance 646,680 645,263  
Health Care [Member]      
Goodwill [Line Items]      
Goodwill 636,810 636,810 636,810
Accumulated impairment losses (208,081) (208,081) (208,081)
Goodwill, net beginning balance 428,729 428,729  
Goodwill recorded in connection with business combinations 0 0  
Foreign currency translation 0 0  
Goodwill, net ending balance 428,729 428,729  
Education [Member]      
Goodwill [Line Items]      
Goodwill 103,889 102,829 102,829
Accumulated impairment losses 0 0 0
Goodwill, net beginning balance 102,829 102,829  
Goodwill recorded in connection with business combinations 1,060 0  
Foreign currency translation 0 0  
Goodwill, net ending balance 103,889 102,829  
Business Advisory [Member]      
Goodwill [Line Items]      
Goodwill 302,057 301,700 302,187
Accumulated impairment losses (187,995) (187,995) $ (187,995)
Goodwill, net beginning balance 113,705 114,192  
Goodwill recorded in connection with business combinations 0 186  
Foreign currency translation 357 (673)  
Goodwill, net ending balance $ 114,062 $ 113,705  
XML 39 R77.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Restructuring Charges Restructuring Charges - Rollforward (Details) - USD ($)
$ in Thousands
 12 Months Ended
Jan. 01, 2019
Dec. 31, 2019
Dec. 31, 2018
Restructuring Reserve [Roll Forward]      
Restructuring reserve, period start $ 2,911 $ 2,911 $ 5,514
Restructuring additions   645 2,970
Payments for restructuring   (1,378) (6,354)
Restructuring reserve adjustments   (900) 781
Restructuring reserve, period end 1,792 159 2,911
Office Space Reductions [Member]      
Restructuring Reserve [Roll Forward]      
Restructuring reserve, period start 2,468 2,468 4,247
Restructuring additions   9 677
Payments for restructuring   (383) (3,284)
Restructuring reserve adjustments   (884) 828
Restructuring reserve, period end 1,349 91 2,468
Other Restructuring [Member]      
Restructuring Reserve [Roll Forward]      
Restructuring reserve, period start 0 0 0
Restructuring additions   0 191
Payments for restructuring   0 (191)
Restructuring reserve adjustments   0 0
Restructuring reserve, period end 0 0 0
Employee Severance [Member]      
Restructuring Reserve [Roll Forward]      
Restructuring reserve, period start 443 443 1,267
Restructuring additions   636 2,102
Payments for restructuring   (995) (2,879)
Restructuring reserve adjustments   (16) (47)
Restructuring reserve, period end 443 $ 68 $ 443
Accounting Standards Update 2016-02 [Member]      
Restructuring Charges [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification (1,119)    
Accounting Standards Update 2016-02 [Member] | Office Space Reductions [Member]      
Restructuring Charges [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification (1,119)    
Accounting Standards Update 2016-02 [Member] | Other Restructuring [Member]      
Restructuring Charges [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification 0    
Accounting Standards Update 2016-02 [Member] | Employee Severance [Member]      
Restructuring Charges [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification $ 0    
XML 40 R87.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Employee Benefit and Deferred Compensation Plans - Additional Information (Detail) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Postemployment Benefits [Abstract]      
Employer contributions up to percent of employee's salaries 6.00%    
Employer matching contributions $ 22.8 $ 20.8 $ 20.0
Deferred compensation liability $ 27.5 $ 18.4  
XML 41 R100.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information - Components of Segment Information (Detail) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Components of Segment Information                      
Operating income (loss) $ 18,499 $ 20,576 $ 17,875 $ 6,756 $ 17,075 $ 13,561 $ 19,138 $ 2,322 $ 63,706 $ 52,096 $ (207,456)
Revenue from Contract with Customer, Including Assessed Tax 232,269 219,289 220,754 204,445 205,454 198,448 197,544 193,679 876,757 795,125 732,570
Total revenues and reimbursable expenses 255,199 242,925 244,288 223,062 228,680 219,744 218,277 211,298 965,474 877,999 807,745
Reimbursable expenses $ (22,930) $ (23,636) $ (23,534) $ (18,617) $ (23,226) $ (21,296) $ (20,733) $ (17,619) (88,717) (82,874) (75,175)
Gain (Loss) Related To Litigation Settlement And Other Operating Gains                 1,196 2,019 (1,111)
Depreciation and amortization expense                 28,365 34,575 38,213
Goodwill, Impairment Loss                 0 0 253,093
Other expense, net                 11,215 26,875 15,048
Income (loss) from continuing operations before taxes                 52,491 25,221 (222,504)
Health Care [Member]                      
Components of Segment Information                      
Revenue from Contract with Customer, Including Assessed Tax                 399,221 364,763  
Business Advisory [Member]                      
Components of Segment Information                      
Revenue from Contract with Customer, Including Assessed Tax                 252,508 236,185  
Education [Member]                      
Components of Segment Information                      
Revenue from Contract with Customer, Including Assessed Tax                 225,028 194,177  
Operating Segments [Member]                      
Components of Segment Information                      
Operating income (loss)                 231,160 206,928 205,679
Operating Segments [Member] | Health Care [Member]                      
Components of Segment Information                      
Operating income (loss)                 $ 125,724 $ 108,060 $ 118,761
Segment operating income as a percentage of segment revenues                 31.50% 29.60% 33.30%
Revenue from Contract with Customer, Including Assessed Tax                 $ 399,221 $ 364,763 $ 356,909
Operating Segments [Member] | Business Advisory [Member]                      
Components of Segment Information                      
Operating income (loss)                 $ 49,695 $ 50,625 $ 46,600
Segment operating income as a percentage of segment revenues                 19.70% 21.40% 22.40%
Revenue from Contract with Customer, Including Assessed Tax                 $ 252,508 $ 236,185 $ 207,753
Operating Segments [Member] | Education [Member]                      
Components of Segment Information                      
Operating income (loss)                 $ 55,741 $ 48,243 $ 40,318
Segment operating income as a percentage of segment revenues                 24.80% 24.80% 24.00%
Revenue from Contract with Customer, Including Assessed Tax                 $ 225,028 $ 194,177 $ 167,908
Segment Reconciling Items [Member]                      
Components of Segment Information                      
Other operating expenses and gains                 140,285 122,276 120,718
Gain (Loss) Related To Litigation Settlement And Other Operating Gains                 (1,196) (2,019) 1,111
Depreciation and amortization expense                 28,365 34,575 38,213
Goodwill, Impairment Loss                 0 0 253,093
Other expense, net                 $ (11,215) $ (26,875) $ (15,048)
XML 42 R83.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments Fair Value of Financial Instruments - Convertible Debt Investment Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Fair Value, Recurring [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Assets, Fair Value Disclosure $ 76,987 $ 69,387  
Convertible Debt Securities [Member] | Fair Value, Recurring [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Assets, Fair Value Disclosure 49,542 50,429 $ 39,904
Shorelight Holdings Llc [Member] | Convertible Debt Securities [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Other Comprehensive Income (Loss) $ (887) $ 10,525  
XML 43 R104.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Selected Quarterly Financial Data (unaudited) - Selected Quarterly Financial Data (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Quarterly Financial Information Disclosure [Abstract]                      
Revenue from Contract with Customer, Including Assessed Tax $ 232,269 $ 219,289 $ 220,754 $ 204,445 $ 205,454 $ 198,448 $ 197,544 $ 193,679 $ 876,757 $ 795,125 $ 732,570
Total revenues and reimbursable expenses 255,199 242,925 244,288 223,062 228,680 219,744 218,277 211,298 965,474 877,999 807,745
Reimbursable expenses (22,930) (23,636) (23,534) (18,617) (23,226) (21,296) (20,733) (17,619) (88,717) (82,874) (75,175)
Gross profit 77,315 75,158 77,832 65,496 71,834 68,893 68,820 59,745      
Operating income 18,499 20,576 17,875 6,756 17,075 13,561 19,138 2,322 63,706 52,096 (207,456)
Net income from continuing operations 14,354 13,706 10,569 3,350 3,055 8,249 5,862 (3,222) 41,979 13,944 (170,505)
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent (41) (52) (97) (46) 6 228 (490) (42) (236) (298) 388
Net income $ 14,313 $ 13,654 $ 10,472 $ 3,304 $ 3,061 $ 8,477 $ 5,372 $ (3,264) $ 41,743 $ 13,646 $ (170,117)
Net earnings per basic share:                      
Net income from continuing operations, per basic share (in USD per share) $ 0.65 $ 0.62 $ 0.48 $ 0.15 $ 0.14 $ 0.38 $ 0.27 $ (0.15) $ 1.91 $ 0.64 $ (7.95)
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share 0 0 0 0 0 0.01 (0.02) 0 (0.01) (0.01) 0.02
Net income, per basic share (in USD per share) 0.65 0.62 0.48 0.15 0.14 0.39 0.25 (0.15) 1.90 0.63 (7.93)
Net earnings per diluted share:                      
Net income from continuing operations, per diluted share (in USD per share) 0.63 0.61 0.47 0.15 0.14 0.37 0.27 (0.15) 1.87 0.63 (7.95)
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share 0 0 0 0 0 0.01 (0.02) 0 (0.02) (0.01) 0.02
Net income, per diluted share (in USD per share) $ 0.63 $ 0.61 $ 0.47 $ 0.15 $ 0.14 $ 0.38 $ 0.25 $ (0.15) $ 1.85 $ 0.62 $ (7.93)
Weighted average shares used in calculating earnings per share:                      
Basic (shares) 22,051 22,052 21,997 21,868 21,774 21,745 21,709 21,592 21,993 21,706 21,439
Diluted (shares) 22,676 22,561 22,400 22,311 22,294 22,110 21,918 21,592 22,507 22,058 21,439
XML 44 R73.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Earnings Per Share Reconciliation [Abstract]                      
Net income from continuing operations $ 14,354 $ 13,706 $ 10,569 $ 3,350 $ 3,055 $ 8,249 $ 5,862 $ (3,222) $ 41,979 $ 13,944 $ (170,505)
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent (41) (52) (97) (46) 6 228 (490) (42) (236) (298) 388
Net income $ 14,313 $ 13,654 $ 10,472 $ 3,304 $ 3,061 $ 8,477 $ 5,372 $ (3,264) $ 41,743 $ 13,646 $ (170,117)
Weighted average common shares outstanding-basic 22,051 22,052 21,997 21,868 21,774 21,745 21,709 21,592 21,993 21,706 21,439
Weighted average common stock equivalents                 514 352 0
Weighted average common shares outstanding- diluted 22,676 22,561 22,400 22,311 22,294 22,110 21,918 21,592 22,507 22,058 21,439
Net earnings per basic share:                      
Net income from continuing operations, per basic share (in USD per share) $ 0.65 $ 0.62 $ 0.48 $ 0.15 $ 0.14 $ 0.38 $ 0.27 $ (0.15) $ 1.91 $ 0.64 $ (7.95)
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share 0 0 0 0 0 0.01 (0.02) 0 (0.01) (0.01) 0.02
Net income, per basic share (in USD per share) 0.65 0.62 0.48 0.15 0.14 0.39 0.25 (0.15) 1.90 0.63 (7.93)
Net earnings per diluted share:                      
Net income from continuing operations, per diluted share (in USD per share) 0.63 0.61 0.47 0.15 0.14 0.37 0.27 (0.15) 1.87 0.63 (7.95)
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share 0 0 0 0 0 0.01 (0.02) 0 (0.02) (0.01) 0.02
Net income, per diluted share (in USD per share) $ 0.63 $ 0.61 $ 0.47 $ 0.15 $ 0.14 $ 0.38 $ 0.25 $ (0.15) $ 1.85 $ 0.62 $ (7.93)
XML 46 R13.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Financing Arrangements
 12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Financing Arrangements Financing Arrangements
A summary of the carrying amounts of our debt follows:
 
As of December 31,
 
2019
 
2018
1.25% convertible senior notes due 2019
$
—

 
$
242,617

Senior secured credit facility
205,000

 
50,000

Promissory note due 2024
3,853

 
4,368

Total long-term debt
$
208,853

 
$
296,985

Current maturities of long-term debt
(529
)
 
(243,132
)
Long-term debt, net of current portion
$
208,324

 
$
53,853


Below is a summary of the scheduled remaining principal payments of our debt as of December 31, 2019.
 
Principal Payments of Long-Term Debt
2020
$
529

2021
$
544

2022
$
559

2023
$
575

2024
$
206,646


Convertible Notes
In September 2014, the Company issued $250 million principal amount of 1.25% convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. The Convertible Notes were governed by the terms of an indenture between the Company and U.S. Bank National Association, as Trustee (the “Indenture”). The Convertible Notes were senior unsecured obligations of the Company and paid interest semi-annually on April 1 and October 1 of each year at an annual rate of 1.25%. The Convertible Notes matured on October 1, 2019. Upon maturity, we refinanced $217.0 million of the principal amount of the outstanding Convertible Notes with the borrowing capacity available under our revolving credit facility and funded the remaining $33.0 million principal payment with cash on hand.
Prior to maturity, upon conversion, the Convertible Notes would have been settled, at our election, in cash, shares of the Company’s common stock, or a combination of cash and shares of the Company’s common stock. On October 1, 2019, one holder of the Convertible Notes converted their holding, which we settled in cash and resulted in an immaterial gain on conversion.
Upon issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature, assuming our non-
convertible debt borrowing rate. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using an effective interest rate of 4.751% over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification.
The transaction costs related to the issuance of the Convertible Notes were separated into liability and equity components based on their relative values, as determined above. Transaction costs attributable to the liability component were recorded as a deduction to the carrying amount of the liability and amortized to interest expense over the term of the Convertible Notes; and transaction costs attributable to the equity component were netted with the equity component of the Convertible Notes in stockholders’ equity. Total debt issuance costs were approximately $7.3 million, of which $6.2 million was allocated to liability issuance costs and $1.1 million was allocated to equity issuance costs.
As of December 31, 2018, the Convertible Notes consisted of the following: 
 
 
As of December 31, 2018
Liability component:
 
 
Proceeds
 
$
250,000

Less: debt discount, net of amortization
 
(6,436
)
Less: debt issuance costs, net of amortization
 
(947
)
Net carrying amount
 
$
242,617

Equity component (1)
 
$
39,287


(1)
Included in additional paid-in capital on the consolidated balance sheet.
The following table presents the amount of interest expense recognized related to the Convertible Notes for the periods presented. 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Contractual interest coupon
$
2,344

 
$
3,125

 
$
3,125

Amortization of debt discount
6,436

 
8,232

 
7,851

Amortization of debt issuance costs
947

 
1,245

 
1,224

Total interest expense
$
9,727

 
$
12,602

 
$
12,200


In connection with the issuance of the Convertible Notes, we entered into convertible note hedge transactions and warrant transactions. The convertible note hedge transactions were intended to reduce the potential future economic dilution associated with the conversion of the Convertible Notes and, combined with the warrants, effectively raised the price at which economic dilution would occur from the initial conversion price of approximately $79.89 to approximately $97.12 per share. For purposes of the computation of diluted earnings per share in accordance with GAAP, dilution would occur when the average share price of our common stock for a given period exceeds the conversion price of the Convertible Notes, which initially is equal to approximately $79.89 per share. The convertible note hedge transactions and warrant transactions are discussed separately below.
•
Convertible Note Hedge Transactions. In connection with the issuance of the Convertible Notes, the Company entered into convertible note hedge transactions whereby the Company had call options to purchase a total of approximately 3.1 million shares of the Company’s common stock, which is the number of shares initially issuable upon conversion of the Convertible Notes in full, at a price of approximately $79.89, which corresponded to the initial conversion price of the Convertible Notes, subject to customary anti-dilution adjustments substantially similar to those in the Convertible Notes. The convertible note hedge transactions were exercisable upon conversion of the Convertible Notes and expired in the third quarter of 2019. We paid an aggregate amount of $42.1 million for the convertible note hedge transactions, which was recorded as additional paid-in capital on the consolidated balance sheet. The convertible note hedge transactions were separate transactions and were not part of the terms of the Convertible Notes.
•
Warrants. In connection with the issuance of the Convertible Notes, the Company sold warrants whereby the holders of the warrants have the option to purchase a total of approximately 3.1 million shares of the Company’s common stock at a strike price of approximately $97.12. The warrants will expire incrementally on 100 different dates from January 6, 2020 to May 28, 2020 and are exercisable at each such expiry date. If the average market value per share of our common stock for the reporting period exceeds the strike price of the warrants, the warrants will have a dilutive effect on our earnings per share. We received
aggregate proceeds of $23.6 million from the sale of the warrants, which was recorded as additional paid-in capital on the consolidated balance sheets. The warrants are separate transactions and are not part of the terms of the Convertible Notes or the convertible note hedge transactions.
The Company recorded an initial deferred tax liability of $15.4 million in connection with the debt discount associated with the Convertible Notes and recorded an initial deferred tax asset of $16.5 million in connection with the convertible note hedge transactions. The deferred tax liability and deferred tax asset were included in deferred income taxes, net on the consolidated balance sheets.
Senior Secured Credit Facility
The Company has a $600 million senior secured revolving credit facility, subject to the terms of a Second Amended and Restated Credit Agreement dated as of March 31, 2015, as amended to date (as amended and modified the "Amended Credit Agreement"), that becomes due and payable in full upon maturity on September 27, 2024. The Amended Credit Agreement provides the option to increase the revolving credit facility or establish term loan facilities in an aggregate amount of up to $150 million, subject to customary conditions and the approval of any lender whose commitment would be increased, resulting in a maximum available principal amount under the Amended Credit Agreement of $750 million. The initial borrowings under the Amended Credit Agreement were used to refinance borrowings outstanding under a prior credit agreement, and future borrowings under the Amended Credit Agreement may be used for working capital, capital expenditures, acquisitions of businesses, share repurchases, and general corporate purposes.
Fees and interest on borrowings vary based on our Consolidated Leverage Ratio (as defined in the Amended Credit Agreement). At our option, borrowings under the Amended Credit Agreement will bear interest at one, two, three or six-month LIBOR or an alternate base rate, in each case plus the applicable margin. The applicable margin will fluctuate between 1.125% per annum and 1.875% per annum, in the case of LIBOR borrowings, or between 0.125% per annum and 0.875% per annum, in the case of base rate loans, based upon our Consolidated Leverage Ratio at such time.
Amounts borrowed under the Amended Credit Agreement may be prepaid at any time without premium or penalty. We are required to prepay the amounts outstanding under the Amended Credit Agreement in certain circumstances. In addition, we have the right to permanently reduce or terminate the unused portion of the commitments provided under the Amended Credit Agreement at any time.
The loans and obligations under the Amended Credit Agreement are secured pursuant to a Second Amended and Restated Security Agreement and a Second Amended and Restated Pledge Agreement (the “Pledge Agreement”) with Bank of America, N.A. as collateral agent, pursuant to which the Company and the subsidiary guarantors grant Bank of America, N.A., for the ratable benefit of the lenders under the Amended Credit Agreement, a first-priority lien, subject to permitted liens, on substantially all of the personal property assets of the Company and the subsidiary guarantors, and a pledge of 100% of the stock or other equity interests in all domestic subsidiaries and 65% of the stock or other equity interests in each “material first-tier foreign subsidiary” (as defined in the Pledge Agreement).
The Amended Credit Agreement contains usual and customary representations and warranties; affirmative and negative covenants, which include limitations on liens, investments, additional indebtedness, and restricted payments; and two quarterly financial covenants as follows: (i) a maximum Consolidated Leverage Ratio (defined as the ratio of debt to consolidated EBITDA) of 3.75 to 1.00; however the maximum permitted Consolidated Leverage Ratio will increase to 4.00 to 1.00 upon the occurrence of certain transactions, and (ii) a minimum Consolidated Interest Coverage Ratio (defined as the ratio of consolidated EBITDA to interest) of 3.50 to 1.00. Consolidated EBITDA for purposes of the financial covenants is calculated on a continuing operations basis and includes adjustments to add back non-cash goodwill impairment charges, share-based compensation costs, certain non-cash restructuring charges, pro forma historical EBITDA for businesses acquired, and other specified items in accordance with the Amended Credit Agreement. At December 31, 2019, we were in compliance with these financial covenants with a Consolidated Leverage Ratio of 1.64 to 1.00 and a Consolidated Interest Coverage Ratio of 15.29 to 1.00.
Borrowings outstanding under the Amended Credit Agreement at December 31, 2019 totaled $205.0 million. These borrowings carried a weighted average interest rate of 3.0%, including the impact of the interest rate swap described in Note 12 “Derivative Instruments and Hedging Activity." Borrowings outstanding under the Amended Credit Agreement at December 31, 2018 were $50.0 million and carried a weighted average interest rate of 3.7%, including the impact of the interest rate swap described in Note 12 "Derivative Instruments and Hedging Activity." The borrowing capacity under the revolving credit facility is reduced by any outstanding borrowings under the revolving credit facility and outstanding letters of credit. At December 31, 2019, we had outstanding letters of credit totaling $1.7 million, which are primarily used as security deposits for our office facilities. As of December 31, 2019, the unused borrowing capacity under the revolving credit facility was $393.3 million.
Promissory Note due 2024
In 2017, in conjunction with our purchase of an aircraft related to the acquisition of Innosight, we assumed, from the sellers of the aircraft, a promissory note with an outstanding principal balance of $5.1 million. The principal balance of the promissory note is subject to scheduled monthly principal payments until the maturity date of March 1, 2024, at which time a final payment of $1.5 million, plus any accrued and unpaid interest, will be due. Under the terms of the promissory note, we will pay interest on the outstanding principal amount at a rate of one month LIBOR plus 1.97% per annum. The obligations under the promissory note are secured pursuant to a Loan and Aircraft Security Agreement with Banc of America Leasing & Capital, LLC, which grants the lender a first priority security interest in the aircraft. At December 31, 2019, the outstanding principal amount of the promissory note was $3.9 million. As of December 31, 2019, the aircraft had a carrying amount of $5.1 million. At December 31, 2018, the outstanding principal amount of the promissory note was $4.4 million, and the aircraft had a carrying amount of $5.8 million.
XML 47 R17.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Restructuring Charges
 12 Months Ended
Dec. 31, 2019
Restructuring and Related Activities [Abstract]  
Restructuring Charges Restructuring Charges
2019
In 2019, we incurred $1.9 million of pretax restructuring expense. This expense primarily consisted of the following charges:
Severance - We incurred $0.6 million of severance expense as a result of workforce reductions to better align resources with market demand and workforce reductions in our corporate operations.
Office exit costs - We incurred $1.2 million of office exit costs. During 2019, we exited a portion of our Lake Oswego, Oregon office resulting in a $0.7 million lease impairment charge on the related operating lease right-of-use asset and leasehold improvements and $0.2 million of accelerated depreciation on furniture and fixtures in that office. The lease impairment charge was recognized in accordance with ASC 842, Leases, which we adopted on a modified retrospective basis on January 1, 2019. See Note 2 "Summary of Significant Accounting Policies" for additional information on our adoption of ASC 842. See Note 5 "Leases" for additional information on the long-lived asset impairment test. Additionally, during 2019, we exited the remaining portion of our Middleton, Wisconsin office and an office in Houston, Texas, resulting in restructuring charges of $0.4 million and $0.1 million, respectively, which primarily consisted of accelerated depreciation on furniture and fixtures in those offices. During the fourth quarter of 2019, we entered into an amendment to the lease of our principal executive offices in Chicago, Illinois. Among other items, the amendment terminated the lease with respect to certain leased space which we previously vacated and currently sublease to a third-party. As a result of the amendment, we recognized a restructuring gain of $0.4 million. See Note 5 "Leases" for additional information on the amendment.
Of the $1.9 million pretax restructuring charge, $1.5 million related to our corporate operations, $0.3 million related to our Healthcare segment, and $0.1 million related to our Business Advisory segment.
2018
In 2018, we incurred $3.7 million of pretax restructuring expense. This expense primarily consisted of the following charges:
Severance - We incurred $2.1 million of severance expense as a result of workforce reductions to better align resources with market demand.
Office exit costs - We incurred $1.3 million of office exit costs. Of the $1.3 million, $0.8 million related to the accrual of remaining lease payments, net of estimated sublease income, accelerated depreciation on leasehold improvements, and moving expenses due to exiting a portion of our Middleton, Wisconsin office; $0.4 million related to updated lease assumptions, commission costs, and moving expenses for our San Francisco office vacated in 2017; and $0.1 million related to updated lease assumptions for our Chicago office consolidation. The office exit costs incurred in the 2018 were accounted for in accordance with ASC 840, Leases.
Other - We incurred $0.3 million related to the divestiture of our Middle East practice within the Business Advisory segment in the second quarter of 2018. During the second quarter of 2018, we sold our Middle East practice to a former employee who was the practice leader of that business at the time, and we recorded a $5.8 million loss which is included in other income (expense), net in our consolidated statements of operations.
Of the $3.7 million pretax restructuring charge, $1.1 million was related to our Healthcare segment, $1.0 million was related to our Business Advisory segment, and $1.6 million was related to our corporate operations.
2017
In 2017, we incurred $6.2 million of pretax restructuring expense. This expense primarily consisted of the following charges:
Severance - We incurred $3.7 million of severance expense as a result of workforce reductions to better align resources with market demand and workforce reductions in our corporate operations.
Office exit costs - We incurred $2.4 million of office exit costs primarily related to the accrual of remaining lease obligations, net of estimated sublease income, due to relocating our San Francisco office to a smaller space and consolidating our Chicago and New York offices, and accelerated depreciation on leasehold improvements for our San Francisco office. The office exit costs incurred in the 2017 were accounted for in accordance with ASC 840, Leases.
Of the $6.2 million pretax restructuring charge, $2.1 million was related to our Healthcare segment, $1.1 million was related to our Business Advisory segment, and $2.9 million was related to our corporate operations.
The table below sets forth the changes in the carrying amount of our restructuring charge liability by restructuring type for the years ended December 31, 2019 and 2018.
 
Employee Costs
 
Office Space Reductions
 
Other
 
Total
Balance as of December 31, 2017
$
1,267

 
$
4,247

 
$
—

 
$
5,514

Additions (1) (2)
2,102

 
677

 
191

 
2,970

Payments
(2,879
)
 
(3,284
)
 
(191
)
 
(6,354
)
Adjustments (1) (2)
(47
)
 
828

 
—

 
781

Balance as of December 31, 2018
443

 
2,468

 
—

 
2,911

Adoption of ASC 842 (3)
—

 
(1,119
)
 
—

 
(1,119
)
Balance as of January 1, 2019
443

 
1,349

 
—

 
1,792

Additions (2)
636

 
9

 
—

 
645

Payments
(995
)
 
(383
)
 
—

 
(1,378
)
Adjustments (2)
(16
)
 
(884
)
 
—

 
(900
)
Balance as of December 31, 2019
$
68

 
$
91

 
$
—

 
$
159

(1)
Additions and adjustments for the years ended December 31, 2019 and 2018 include restructuring charges of $0.1 million and $0.4 million, respectively related to office exit costs for vacated offices spaces directly related to discontinued operations.
(2)
Additions and adjustments exclude non-cash items related to vacated office spaces, such as lease impairment charges and accelerated depreciation on fixed assets, which are recorded as restructuring charges on our consolidated statements of operations.
(3)
Upon adoption of ASC 842 on January 1, 2019, we reclassified the restructuring charge liabilities, which represented the present value of remaining lease payments, net of estimated sublease income, for vacated office spaces from restructuring charge liabilities to operating lease right-of-use assets. See Note 2 "Summary of Significant Accounting Polices" for additional information on the impact of adoption.
The $0.1 million restructuring charge liability related to office space reductions at December 31, 2019 is included as a component of deferred compensation and other liabilities. The $0.1 million restructuring charge liability related to employee costs at December 31, 2019 is expected to be paid in the next 12 months and is included as a component of accrued payroll and related benefits.
XML 48 R38.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Restructuring Charges - (Tables)
 12 Months Ended
Dec. 31, 2019
Restructuring and Related Activities [Abstract]  
Schedule of Restructuring Reserve by Type of Cost
The table below sets forth the changes in the carrying amount of our restructuring charge liability by restructuring type for the years ended December 31, 2019 and 2018.
 
Employee Costs
 
Office Space Reductions
 
Other
 
Total
Balance as of December 31, 2017
$
1,267

 
$
4,247

 
$
—

 
$
5,514

Additions (1) (2)
2,102

 
677

 
191

 
2,970

Payments
(2,879
)
 
(3,284
)
 
(191
)
 
(6,354
)
Adjustments (1) (2)
(47
)
 
828

 
—

 
781

Balance as of December 31, 2018
443

 
2,468

 
—

 
2,911

Adoption of ASC 842 (3)
—

 
(1,119
)
 
—

 
(1,119
)
Balance as of January 1, 2019
443

 
1,349

 
—

 
1,792

Additions (2)
636

 
9

 
—

 
645

Payments
(995
)
 
(383
)
 
—

 
(1,378
)
Adjustments (2)
(16
)
 
(884
)
 
—

 
(900
)
Balance as of December 31, 2019
$
68

 
$
91

 
$
—

 
$
159

(1)
Additions and adjustments for the years ended December 31, 2019 and 2018 include restructuring charges of $0.1 million and $0.4 million, respectively related to office exit costs for vacated offices spaces directly related to discontinued operations
XML 49 R34.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Leases Leases (Tables)
 12 Months Ended
Dec. 31, 2019
Leases [Abstract]  
Schedule of Supplemental Balance Sheet Information for Operating Leases [Table Text Block]
Balance Sheet
 
December 31, 2019
Operating lease right-of-use assets
 
$
54,954

 
 
 
Current maturities of operating lease liabilities
 
$
7,469

Operating lease liabilities, net of current portion
 
69,233

Total lease liabilities
 
$
76,702
Schedule of Supplemental Operating Lease Information [Table Text Block]
Other Information
 
Year Ended
December 31, 2019
Cash paid for operating lease liabilities
 
$
13,902

Operating lease right-of-use assets obtained in exchange for operating lease liabilities
 
$
12,842

 
 
 
Weighted average remaining lease term - operating leases
 
7.7 years

Weighted average discount rate - operating leases
 
4.3
%
Lessee, Operating Lease, Liability, Maturity [Table Text Block]
The table below summarizes the remaining expected lease payments under our operating leases as of December 31, 2019.
Future Lease Payments
 
December 31,
2019
2020
 
$
9,772

2021
 
12,039

2022
 
11,502

2023
 
11,470

2024
 
10,893

Thereafter
 
35,211

Total operating lease payments
 
$
90,887

Less: imputed interest
 
(14,185
)
Present value of operating lease liabilities 
 
$
76,702

The table below summarizes the future minimum rental commitments, as defined by ASC 840, under our non-cancelable operating leases as of December 31, 2018.
Lease Payments
 
December 31,
2018 (1)
2019
 
$
13,701

2020
 
12,724

2021
 
11,590

2022
 
10,766

2023
 
10,707

Thereafter
 
27,033

Total
 
$
86,521

(1)
As of December 31, 2018, the expected total future minimum sublease income to be received was $10.2 million.
Lease, Cost [Table Text Block]
Lease Cost
 
Year Ended
December 31, 2019
Operating lease cost
 
$
11,883

Short-term leases (1)
 
322

Variable lease costs
 
3,656

Sublease income
 
(2,638
)
Net lease cost (2)(3)(4)
 
$
13,223

(1)
Includes variable lease costs related to short-term leases.
(2)
Net lease cost includes $0.4 million for the year ended December 31, 2019, recorded as restructuring charges as they relate to vacated office spaces. See Note 11 "Restructuring Charges" for additional information on our vacated office spaces.
(3)
Net lease cost includes $0.3 million for the year ended December 31, 2019, related to vacated office spaces directly related to discontinued operations.
(4)
Rent expense, including operating expenses, real estate taxes and insurance, recorded under ASC 840 for the years ended December 31, 2018 and 2017 was $15.1 million and $14.3 million, respectively.
XML 50 R30.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes - (Policies)
 12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes
We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution.
XML 51 R51.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions - Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Mar. 01, 2017
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]        
Costs in Excess of Billings, Current $ 79,937 $ 69,613    
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]        
Goodwill $ 646,680 $ 645,263 $ 645,750  
Innosight Holdings, LLC [Member]        
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]        
Accounts receivable       $ 7,752
Costs in Excess of Billings, Current       1,881
Prepaid expenses and other current assets       468
Property and equipment       419
Intangible assets       18,015
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]        
Accounts payable       531
Accrued expenses and other current liabilities       894
Accrued payroll and related benefits       883
Deferred revenues       30
Total identifiable net assets       26,197
Goodwill       87,410
Total purchase price       $ 113,607
XML 52 R55.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Intangible Assets - Intangible Assets (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Intangible assets    
Gross carrying amount $ 125,221 $ 137,229
Accumulated Amortization $ 93,596 89,372
Customer contracts [Member]    
Intangible assets    
Useful life in years 2 years  
Gross carrying amount $ 800 0
Accumulated Amortization 52 0
Customer relationships [Member]    
Intangible assets    
Gross carrying amount 87,577 98,235
Accumulated Amortization $ 61,882 60,462
Customer relationships [Member] | Minimum [Member]    
Intangible assets    
Useful life in years 3 years  
Customer relationships [Member] | Maximum [Member]    
Intangible assets    
Useful life in years 13 years  
Non-competition Agreements [Member]    
Intangible assets    
Useful life in years 5 years  
Gross carrying amount $ 2,220 3,650
Accumulated Amortization 1,447 2,241
Trade names [Member]    
Intangible assets    
Gross carrying amount 28,930 28,930
Accumulated Amortization $ 25,894 23,181
Trade names [Member] | Minimum [Member]    
Intangible assets    
Useful life in years 5 years  
Trade names [Member] | Maximum [Member]    
Intangible assets    
Useful life in years 6 years  
Technology-Based Intangible Assets [Member]    
Intangible assets    
Gross carrying amount $ 5,694 5,694
Accumulated Amortization $ 4,321 2,842
Technology-Based Intangible Assets [Member] | Minimum [Member]    
Intangible assets    
Useful life in years 3 years  
Technology-Based Intangible Assets [Member] | Maximum [Member]    
Intangible assets    
Useful life in years 5 years  
Off-Market Favorable Lease [Member]    
Intangible assets    
Useful life in years 3 years  
Gross carrying amount $ 0 720
Accumulated Amortization $ 0 $ 646
XML 53 R59.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Leases Schedule of Lease Costs (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
USD ($)
Leases [Abstract]  
Operating Lease, Cost $ 11,883
Short-term Lease, Cost 322
Variable Lease, Cost 3,656
Sublease Income (2,638)
Lease, Cost $ 13,223
XML 54 R76.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Restructuring Charges - Additional Information (Detail) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Jun. 30, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Jan. 01, 2019
Restructuring Charges [Line Items]            
Restructuring additions     $ 1,855 $ 3,657 $ 6,246  
Gain (Loss) on Termination of Lease $ 800          
Loss on disposal   $ 5,800 0 (5,807) 931  
Restructuring charge liability 159   159 2,911 5,514 $ 1,792
Operating Lease, Impairment Loss     800      
Restructuring and Related Cost, Accelerated Depreciation     200      
Employee Severance [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     600 2,100 3,700  
Restructuring charge liability 68   68 443 1,267 443
Office Space Reductions [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     1,200 1,300 2,400  
Restructuring charge liability 91   91 2,468 4,247 1,349
Office Space Reductions [Member] | Wisconsin Office [Member]            
Restructuring Charges [Line Items]            
Restructuring additions       800    
Office Space Reductions [Member] | San Francisco Office [Member]            
Restructuring Charges [Line Items]            
Restructuring additions       400    
Office Space Reductions [Member] | Chicago, Illinois [Member]            
Restructuring Charges [Line Items]            
Restructuring additions       100    
Office Space Reductions [Member] | LakeOswegoOregon [Member]            
Restructuring Charges [Line Items]            
Operating Lease, Impairment Loss     700      
Office Space Reductions [Member] | Middleton, Wisconsin [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     400      
Office Space Reductions [Member] | Houston, Texas [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     100      
Other Restructuring [Member]            
Restructuring Charges [Line Items]            
Restructuring additions       300    
Restructuring charge liability 0   0 0 0 $ 0
Health Care [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     300 1,100 2,100  
Corporate, Non-Segment [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     1,500 1,600 2,900  
Business Advisory [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     100 1,000 $ 1,100  
Huron Legal [Member] | Discontinued operations [Member]            
Restructuring Charges [Line Items]            
Restructuring additions     $ 100 $ 400    
Restructuring Charges [Member]            
Restructuring Charges [Line Items]            
Gain (Loss) on Termination of Lease $ 400          
XML 55 R86.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Other Comprehensive Income (Loss), Net of Tax [Abstract]      
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Tax $ 0 $ 0 $ 0
Other Comprehensive Income (Loss), Securities, Available-for-sale, Tax 185 (2,753) (998)
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax 295 (63) (106)
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax $ 48 $ (10) $ (46)
XML 56 R101.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information - Segment Assets (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Segment Assets:      
Total assets $ 1,104,271 $ 1,049,532 $ 1,036,928
Segment Reconciling Items [Member]      
Segment Assets:      
Total assets 933,056 898,392 877,247
Health Care [Member] | Operating Segments [Member]      
Segment Assets:      
Total assets 73,019 65,133 70,097
Business Advisory [Member] | Operating Segments [Member]      
Segment Assets:      
Total assets 59,315 59,017 58,217
Education [Member] | Operating Segments [Member]      
Segment Assets:      
Total assets $ 38,881 $ 26,990 $ 31,367
XML 57 R82.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments - Summary of Carrying Amount and Estimated Fair Value of Convertible Notes (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Long-term debt $ 208,853 $ 296,985
Convertible Debt [Member]    
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]    
Long-term debt $ 0 242,617
Estimated fair value   $ 242,940
XML 58 R72.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Revenues Performance Obligations Information (Details)
$ in Millions
Dec. 31, 2019
USD ($)
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Amount $ 90.1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 year
Revenue, Remaining Performance Obligation, Amount $ 58.1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 1 year
Revenue, Remaining Performance Obligation, Amount $ 20.9
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]  
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period 5 years
Revenue, Remaining Performance Obligation, Amount $ 11.1
XML 59 R48.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Significant Accounting Policies Impact of Adoption (Details) - USD ($)
$ in Thousands
Jan. 01, 2019
Dec. 31, 2019
Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
Operating Lease, Right-of-Use Asset $ 56,463 $ 54,954 $ 0
Accrued expenses and other current liabilities 14,650 18,554 17,207
Operating Lease, Liability, Current 10,537 7,469 0
Deferred compensation and other liabilities 20,339 28,635 20,875
Deferred lease incentives 0 0 13,693
Operating Lease, Liability, Noncurrent 62,712 $ 69,233 $ 0
Operating lease right-of-use asset [Member]      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification 56,463    
Accrued Liabilities [Member]      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification (2,557)    
Operating lease liability current [Member]      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification 10,537    
Other Liabilities [Member]      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification (536)    
Deferred rent credit noncurrent [Member]      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification (13,693)    
Operating lease liability noncurrent [Member]      
New Accounting Pronouncements or Change in Accounting Principle [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification $ 62,712    
XML 60 R44.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information (Tables)
 12 Months Ended
Dec. 31, 2019
Segment Reporting [Abstract]  
Disaggregation of Revenue [Table Text Block]
The following table illustrates the disaggregation of revenues by billing arrangements, employee types, and timing of revenue recognition, including a reconciliation of the disaggregated revenues to revenues from our three operating segments for the year ended December 31, 2019 and 2018.
 
Year Ended December 31, 2019
 
Healthcare
 
Business Advisory
 
Education
 
Total
Billing Arrangements
 
 
 
 
 
 
 
Fixed-fee
$
249,479

 
$
100,635

 
$
51,826

 
$
401,940

Time and expense
55,204

 
139,610

 
154,893

 
349,707

Performance-based
71,051

 
6,856

 
—

 
77,907

Software support, maintenance and subscriptions
23,487

 
5,407

 
18,309

 
47,203

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
 
 
 
 
 
 
 
Employee Type (1)
 
 
 
 
 
 
 
Revenue generated by full-time billable consultants
$
280,915

 
$
243,350

 
$
195,844

 
$
720,109

Revenue generated by full-time equivalents
118,306

 
9,158

 
29,184

 
156,648

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Revenue recognized over time
$
390,884

 
$
252,508

 
$
223,673

 
$
867,065

Revenue recognized at a point in time
8,337

 
—

 
1,355

 
9,692

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
Year Ended December 31, 2018
 
Healthcare
 
Business Advisory
 
Education
 
Total
Billing Arrangements
 
 
 
 
 
 
 
Fixed-fee
$
239,263

 
$
98,119

 
$
39,586

 
$
376,968

Time and expense
58,377

 
128,583

 
140,824

 
327,784

Performance-based
42,684

 
5,405

 
—

 
48,089

Software support, maintenance and subscriptions
24,439

 
4,078

 
13,767

 
42,284

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

 
 
 
 
 
 
 
 
Employee Type (1)
 
 
 
 
 
 
 
Revenue generated by full-time billable consultants
$
247,416

 
$
225,335

 
$
170,496

 
$
643,247

Revenue generated by full-time equivalents
117,347

 
10,850

 
23,681

 
151,878

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Revenue recognized over time
$
356,826

 
$
236,185

 
$
190,526

 
$
783,537

Revenue recognized at a point in time
7,937

 
—

 
3,651

 
11,588

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

(1)
Full-time billable consultants consist of our full-time professionals who provide consulting services to our clients and are billable to our clients based on the number of hours worked. Full-time equivalent professionals consist of our coaches and their support staff within our Culture and Organizational Excellence solution, consultants who work variable schedules as needed by our clients, employees who provide managed services in our Healthcare segment, and full-time employees who provide software support and maintenance services to our clients.
Components of Segment Information
The tables below set forth information about our operating segments for the years ended December 31, 2019, 2018, and 2017, along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements. We do not present financial information by geographic area because our international operations are immaterial.  
 
Year Ended December 31,
 
2019
 
2018
 
2017
Healthcare:
 
 
 
 
 
Revenues
$
399,221

 
$
364,763

 
$
356,909

Operating income
$
125,724

 
$
108,060

 
$
118,761

Segment operating income as a percentage of segment revenues
31.5
%
 
29.6
%
 
33.3
%
Business Advisory:
 
 
 
 
 
Revenues
$
252,508

 
$
236,185

 
$
207,753

Operating income
$
49,695

 
$
50,625

 
$
46,600

Segment operating income as a percentage of segment revenues
19.7
%
 
21.4
%
 
22.4
%
Education:
 
 
 
 
 
Revenues
$
225,028

 
$
194,177

 
$
167,908

Operating income
$
55,741

 
$
48,243

 
$
40,318

Segment operating income as a percentage of segment revenues
24.8
%
 
24.8
%
 
24.0
%
Total Company:
 
 
 
 
 
Revenues
$
876,757

 
$
795,125

 
$
732,570

Reimbursable expenses
88,717

 
82,874

 
75,175

Total revenues and reimbursable expenses
$
965,474

 
$
877,999

 
$
807,745

 
 
 
 
 
 
Segment operating income
$
231,160

 
$
206,928

 
$
205,679

Items not allocated at the segment level:
 
 
 
 
 
Other operating expenses
140,285

 
122,276

 
120,718

Litigation and other losses (gains), net
(1,196
)
 
(2,019
)
 
1,111

Depreciation and amortization
28,365

 
34,575

 
38,213

Goodwill impairment charges (1)
—

 
—

 
253,093

Other expense, net
11,215

 
26,875

 
15,048

Income (loss) from continuing operations before taxes
$
52,491

 
$
25,221

 
$
(222,504
)

(1)
The goodwill impairment charges are not allocated at the segment level because the underlying goodwill asset is reflective of our corporate investment in the segments. We do not include the impact of goodwill impairment charges in our evaluation of segment performance.
Segment Assets
 
 
As of December 31,
Segment Assets:
 
2019
 
2018
 
2017
Healthcare
 
$
73,019

 
$
65,133

 
$
70,097

Business Advisory
 
59,315

 
59,017

 
58,217

Education
 
38,881

 
26,990

 
31,367

Unallocated assets (1)
 
933,056

 
898,392

 
877,247

Total assets
 
$
1,104,271

 
$
1,049,532

 
$
1,036,928

(1)
Unallocated assets include goodwill and intangible assets and our long-term investments, as management does not evaluate these items at the segment level when assessing segment performance or allocating resources. Refer to Note 4 “Goodwill and Intangible Assets" and Note 13 "Fair Value of Financial Instruments" for further information on these assets.
XML 61 R40.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments (Tables)
 12 Months Ended
Dec. 31, 2019
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]  
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]
The tables below sets forth our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018.
 
Level 1
 
Level 2
 
Level 3
 
Total
December 31, 2019
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
Convertible debt investment
$
—

 
$
—

 
$
49,542

 
$
49,542

Deferred compensation assets
—

 
27,445

 
—

 
27,445

Total assets
$
—

 
$
27,445

 
$
49,542

 
$
76,987

Liabilities:
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
546

 
$
—

 
$
546

Total liabilities
$
—

 
$
546

 
$
—

 
$
546


 
Level 1
 
Level 2
 
Level 3
 
Total
December 31, 2018
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
753

 
$
—

 
$
753

Convertible debt investment
—

 
—

 
50,429

 
50,429

Deferred compensation assets
—

 
18,205

 
—

 
18,205

Total assets
$
—

 
$
18,958

 
$
50,429

 
$
69,387

Liabilities:
 
 
 
 
 
 
 
Contingent consideration for business acquisitions
$
—

 
$
—

 
$
11,441

 
$
11,441

Total liabilities
$
—

 
$
—

 
$
11,441

 
$
11,441
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block]
The carrying amount and estimated fair value of the Convertible Notes as of December 31, 2018 follows. The Convertible Notes matured on October 1, 2019.
 
December 31, 2018
 
Carrying
Amount
 
Estimated
Fair Value
1.25% convertible senior notes due 2019
$
242,617

 
$
242,940
Convertible Debt Securities [Member]  
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]  
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]
The table below sets forth the changes in the balance of the convertible debt investment for the years ended December 31, 2019 and 2018.
 
 
Convertible Debt Investment
Balance as of December 31, 2017
 
$
39,904

Change in fair value of convertible debt investment
 
10,525

Balance as of December 31, 2018
 
50,429

Change in fair value of convertible debt investment
 
(887
)
Balance as of December 31, 2019
 
$
49,542
Contingent Consideration Liability [Member]  
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]  
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]
The table below sets forth the changes in the balance of the contingent consideration for business acquisitions for the years ended December 31, 2019 and 2018.
 
 
Contingent Consideration for Business Acquisitions
Balance as of December 31, 2017
 
$
22,828

Acquisitions
 
212

Payments
 
(11,974
)
Remeasurement of contingent consideration for business acquisitions
 
381

Unrealized gain due to foreign currency translation
 
(6
)
Balance as of December 31, 2018
 
11,441

Payments
 
(10,041
)
Remeasurement of contingent consideration for business acquisitions
 
(1,506
)
Unrealized loss due to foreign currency translation
 
106

Balance as of December 31, 2019
 
$
—
XML 62 R63.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Property and Equipment, Net - Additional Information (Detail) - USD ($)
$ in Millions
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Property, Plant and Equipment [Abstract]      
Depreciation expense for property and equipment $ 13.0 $ 13.4 $ 13.3
XML 63 R93.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes - Components of Income from Continuing Operations Before Income Tax Expense (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Tax Disclosure [Abstract]      
U.S. $ 53,898 $ 17,025 $ (221,137)
Foreign (1,407) 8,196 (1,367)
Income (loss) from continuing operations before taxes $ 52,491 $ 25,221 $ (222,504)
XML 64 R97.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]      
Unrecognized tax benefits, beginning balance $ 900 $ 813 $ 3,340
Decrease based on tax positions related to the prior year (115)   (117)
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations (735) (28) (2,410)
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions   115  
Unrecognized tax benefits, ending balance $ 50 $ 900 $ 813
Document Period End Date Dec. 31, 2019    
JSON 65 MetaLinks.json IDEA: XBRL DOCUMENT { "instance": { "hurn2019123110-k.htm": { "axisCustom": 3, "axisStandard": 35, "contextCount": 413, "dts": { "calculationLink": { "local": [ "hurn-20191231_cal.xml" ] }, "definitionLink": { "local": [ "hurn-20191231_def.xml" ], "remote": [ "http://xbrl.fasb.org/us-gaap/2019/elts/us-gaap-eedm-def-2019-01-31.xml", "http://xbrl.fasb.org/srt/2019/elts/srt-eedm1-def-2019-01-31.xml" ] }, "inline": { "local": [ "hurn2019123110-k.htm" ] }, "labelLink": { "local": [ "hurn-20191231_lab.xml" ], "remote": [ "http://xbrl.fasb.org/us-gaap/2019/elts/us-gaap-doc-2019-01-31.xml", "https://xbrl.sec.gov/dei/2019/dei-doc-2019-01-31.xml", "http://xbrl.fasb.org/srt/2019/elts/srt-doc-2019-01-31.xml" ] }, "presentationLink": { "local": [ "hurn-20191231_pre.xml" ] }, "referenceLink": { "remote": [ "http://xbrl.fasb.org/us-gaap/2019/elts/us-gaap-ref-2019-01-31.xml", "http://xbrl.fasb.org/srt/2019/elts/srt-ref-2019-01-31.xml", "https://xbrl.sec.gov/dei/2019/dei-ref-2019-01-31.xml" ] }, "schema": { "local": [ "hurn-20191231.xsd" ], "remote": [ "http://xbrl.fasb.org/srt/2019/elts/srt-types-2019-01-31.xsd", "http://www.xbrl.org/2003/xbrl-instance-2003-12-31.xsd", "http://www.xbrl.org/2003/xbrl-linkbase-2003-12-31.xsd", "http://www.xbrl.org/2003/xl-2003-12-31.xsd", "http://www.xbrl.org/2003/xlink-2003-12-31.xsd", "http://www.xbrl.org/dtr/type/numeric-2009-12-16.xsd", "http://www.xbrl.org/dtr/type/nonNumeric-2009-12-16.xsd", "http://www.xbrl.org/2006/ref-2006-02-27.xsd", "http://xbrl.fasb.org/srt/2019/elts/srt-2019-01-31.xsd", "http://www.xbrl.org/2005/xbrldt-2005.xsd", "http://xbrl.fasb.org/us-gaap/2019/elts/us-gaap-2019-01-31.xsd", "http://xbrl.fasb.org/us-gaap/2019/elts/us-roles-2019-01-31.xsd", "http://xbrl.fasb.org/srt/2019/elts/srt-roles-2019-01-31.xsd", "https://xbrl.sec.gov/country/2017/country-2017-01-31.xsd", "http://xbrl.fasb.org/us-gaap/2019/elts/us-types-2019-01-31.xsd", "http://www.xbrl.org/lrr/arcrole/factExplanatory-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/negated-2009-12-16.xsd", "http://www.xbrl.org/lrr/role/net-2009-12-16.xsd", "https://xbrl.sec.gov/currency/2019/currency-2019-01-31.xsd", "https://xbrl.sec.gov/dei/2019/dei-2019-01-31.xsd", "https://xbrl.sec.gov/exch/2019/exch-2019-01-31.xsd", "http://xbrl.sec.gov/invest/2013/invest-2013-01-31.xsd", "http://xbrl.sec.gov/naics/2017/naics-2017-01-31.xsd", "http://xbrl.sec.gov/sic/2011/sic-2011-01-31.xsd", "https://xbrl.sec.gov/stpr/2018/stpr-2018-01-31.xsd", "http://www.xbrl.org/lrr/role/reference-2009-12-16.xsd", "http://xbrl.fasb.org/us-gaap/2019/elts/us-parts-codification-2019-01-31.xsd", "http://www.xbrl.org/lrr/role/deprecated-2009-12-16.xsd" ] } }, "elementCount": 833, "entityCount": 1, "hidden": { "http://fasb.org/us-gaap/2019-01-31": 31, "http://www.huronconsultinggroup.com/20191231": 3, "http://xbrl.sec.gov/dei/2019-01-31": 5, "total": 39 }, "keyCustom": 52, "keyStandard": 539, "memberCustom": 34, "memberStandard": 61, "nsprefix": "hurn", "nsuri": "http://www.huronconsultinggroup.com/20191231", "report": { "R1": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "dei:Security12bTitle", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "document", "isDefault": "true", "longName": "0001000 - Document - Document and Entity Information", "role": "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation", "shortName": "Document and Entity Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "dei:Security12bTitle", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R10": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2107100 - Disclosure - Goodwill and Intangible Assets", "role": "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssets", "shortName": "Goodwill and Intangible Assets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:GoodwillAndIntangibleAssetsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R100": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "ix:continuation", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4QTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2422403 - Disclosure - Segment Information - Components of Segment Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "shortName": "Segment Information - Components of Segment Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfSegmentReportingInformationBySegmentTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_srt_ConsolidationItemsAxis_us-gaap_OperatingSegmentsMember", "decimals": "-3", "lang": null, "name": "us-gaap:OperatingIncomeLoss", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R101": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:Assets", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2422404 - Disclosure - Segment Information - Segment Assets (Detail)", "role": "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail", "shortName": "Segment Information - Segment Assets (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ReconciliationOfAssetsFromSegmentToConsolidatedTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_srt_ConsolidationItemsAxis_us-gaap_MaterialReconcilingItemsMember", "decimals": "-3", "lang": null, "name": "us-gaap:Assets", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R102": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "ix:continuation", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4QTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerIncludingAssessedTax", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2422405 - Disclosure - Segment Information Segment Information - Disaggregation of Revenue (Details)", "role": "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails", "shortName": "Segment Information Segment Information - Disaggregation of Revenue (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:DisaggregationOfRevenueTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_us-gaap_ContractWithCustomerBasisOfPricingAxis_us-gaap_FixedPriceContractMember", "decimals": "-3", "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerIncludingAssessedTax", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R103": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "hurn:ScheduleOfValuationAndQualifyingAccountsReservesTableTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4_us-gaap_ValuationAllowancesAndReservesTypeAxis_us-gaap_AllowanceForCreditLossMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ValuationAllowancesAndReservesBalance", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2423402 - Disclosure - Valuation and Qualifying Accounts - Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets (Detail)", "role": "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail", "shortName": "Valuation and Qualifying Accounts - Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "hurn:ScheduleOfValuationAndQualifyingAccountsReservesTableTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2016Q4_us-gaap_ValuationAllowancesAndReservesTypeAxis_us-gaap_AllowanceForCreditLossMember", "decimals": "-3", "lang": null, "name": "us-gaap:ValuationAllowancesAndReservesBalance", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R104": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "ix:continuation", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4QTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerIncludingAssessedTax", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2424402 - Disclosure - Selected Quarterly Financial Data (unaudited) - Selected Quarterly Financial Data (Detail)", "role": "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail", "shortName": "Selected Quarterly Financial Data (unaudited) - Selected Quarterly Financial Data (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "ix:continuation", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4QTD", "decimals": "-3", "lang": null, "name": "us-gaap:GrossProfit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R11": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeasesOfLesseeDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2108100 - Disclosure - Leases Leases", "role": "http://www.huronconsultinggroup.com/role/LeasesLeases", "shortName": "Leases Leases", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:LeasesOfLesseeDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R12": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2109100 - Disclosure - Property and Equipment, Net", "role": "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNet", "shortName": "Property and Equipment, Net", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R13": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2110100 - Disclosure - Financing Arrangements", "role": "http://www.huronconsultinggroup.com/role/FinancingArrangements", "shortName": "Financing Arrangements", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DebtDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R14": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2111100 - Disclosure - Capital Structure", "role": "http://www.huronconsultinggroup.com/role/CapitalStructure", "shortName": "Capital Structure", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:StockholdersEquityNoteDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R15": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2112100 - Disclosure - Revenues Revenue", "role": "http://www.huronconsultinggroup.com/role/RevenuesRevenue", "shortName": "Revenues Revenue", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RevenueFromContractWithCustomerTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R16": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2113100 - Disclosure - Earnings Per Share", "role": "http://www.huronconsultinggroup.com/role/EarningsPerShare", "shortName": "Earnings Per Share", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:EarningsPerShareTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R17": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2114100 - Disclosure - Restructuring Charges", "role": "http://www.huronconsultinggroup.com/role/RestructuringCharges", "shortName": "Restructuring Charges", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:RestructuringAndRelatedActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R18": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DerivativeInstrumentsAndHedgingActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2115100 - Disclosure - Derivative Instruments and Hedging Activity", "role": "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivity", "shortName": "Derivative Instruments and Hedging Activity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DerivativeInstrumentsAndHedgingActivitiesDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R19": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2116100 - Disclosure - Fair Value of Financial Instruments", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstruments", "shortName": "Fair Value of Financial Instruments", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueDisclosuresTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R2": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CashAndCashEquivalentsAtCarryingValue", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1001000 - Statement - Consolidated Balance Sheets", "role": "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "shortName": "Consolidated Balance Sheets", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "lang": null, "name": "us-gaap:AccountsReceivableNetCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R20": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ComprehensiveIncomeNoteTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2117100 - Disclosure - Other Comprehensive Income (Loss)", "role": "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLoss", "shortName": "Other Comprehensive Income (Loss)", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ComprehensiveIncomeNoteTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R21": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CompensationAndEmployeeBenefitPlansTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2118100 - Disclosure - Employee Benefit and Deferred Compensation Plans", "role": "http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlans", "shortName": "Employee Benefit and Deferred Compensation Plans", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CompensationAndEmployeeBenefitPlansTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R22": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2119100 - Disclosure - Equity Incentive Plans", "role": "http://www.huronconsultinggroup.com/role/EquityIncentivePlans", "shortName": "Equity Incentive Plans", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R23": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2120100 - Disclosure - Income Taxes", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxes", "shortName": "Income Taxes", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R24": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsContingenciesAndGuaranteesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2121100 - Disclosure - Commitments, Contingencies and Guarantees", "role": "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuarantees", "shortName": "Commitments, Contingencies and Guarantees", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:CommitmentsContingenciesAndGuaranteesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R25": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2122100 - Disclosure - Segment Information", "role": "http://www.huronconsultinggroup.com/role/SegmentInformation", "shortName": "Segment Information", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SegmentReportingDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R26": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "srt:ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2123100 - Disclosure - Valuation and Qualifying Accounts", "role": "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccounts", "shortName": "Valuation and Qualifying Accounts", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "srt:ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R27": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:QuarterlyFinancialInformationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2124100 - Disclosure - Selected Quarterly Financial Data (unaudited)", "role": "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnaudited", "shortName": "Selected Quarterly Financial Data (unaudited)", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:QuarterlyFinancialInformationTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R28": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConsolidationPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2202201 - Disclosure - Summary of Significant Accounting Policies (Policies)", "role": "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies", "shortName": "Summary of Significant Accounting Policies (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ConsolidationPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R29": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2216201 - Disclosure - Fair Value of Financial Instruments - (Policies)", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsPolicies", "shortName": "Fair Value of Financial Instruments - (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FairValueMeasurementPolicyPolicyTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R3": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:CommonStockParOrStatedValuePerShare", "reportCount": 1, "unitRef": "usdPerShare", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1001501 - Statement - Consolidated Balance Sheets (Parenthetical)", "role": "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheetsParenthetical", "shortName": "Consolidated Balance Sheets (Parenthetical)", "subGroupType": "parenthetical", "uniqueAnchor": null }, "R30": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxUncertaintiesPolicy", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2220201 - Disclosure - Income Taxes - (Policies)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesPolicies", "shortName": "Income Taxes - (Policies)", "subGroupType": "policies", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:IncomeTaxUncertaintiesPolicy", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R31": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2302302 - Disclosure - Summary of Significant Accounting Policies (Tables)", "role": "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesTables", "shortName": "Summary of Significant Accounting Policies (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R32": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_us-gaap_BusinessAcquisitionAxis_hurn_InnosightHoldingsLLCMember", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:ScheduleOfFairValueOfConsiderationReceivedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2305301 - Disclosure - Acquisitions (Tables)", "role": "http://www.huronconsultinggroup.com/role/AcquisitionsTables", "shortName": "Acquisitions (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_us-gaap_BusinessAcquisitionAxis_hurn_InnosightHoldingsLLCMember", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:ScheduleOfFairValueOfConsiderationReceivedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R33": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfGoodwillTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2307301 - Disclosure - Goodwill and Intangible Assets (Tables)", "role": "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsTables", "shortName": "Goodwill and Intangible Assets (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfGoodwillTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R34": { "firstAnchor": { "ancestors": [ "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:ScheduleofSupplementalBalanceSheetInformationforOperatingLeasesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2308301 - Disclosure - Leases Leases (Tables)", "role": "http://www.huronconsultinggroup.com/role/LeasesLeasesTables", "shortName": "Leases Leases (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:ScheduleofSupplementalBalanceSheetInformationforOperatingLeasesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R35": { "firstAnchor": { "ancestors": [ "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2309301 - Disclosure - Property and Equipment, Net (Tables)", "role": "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetTables", "shortName": "Property and Equipment, Net (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:PropertyPlantAndEquipmentTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R36": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDebtInstrumentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2310301 - Disclosure - Financing Arrangements (Tables)", "role": "http://www.huronconsultinggroup.com/role/FinancingArrangementsTables", "shortName": "Financing Arrangements (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDebtInstrumentsTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R37": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2313301 - Disclosure - Earnings Per Share (Tables)", "role": "http://www.huronconsultinggroup.com/role/EarningsPerShareTables", "shortName": "Earnings Per Share (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R38": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2314301 - Disclosure - Restructuring Charges - (Tables)", "role": "http://www.huronconsultinggroup.com/role/RestructuringChargesTables", "shortName": "Restructuring Charges - (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R39": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDerivativesInstrumentsStatementsOfFinancialPerformanceAndFinancialPositionLocationTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2315301 - Disclosure - Derivative Instruments and Hedging Activity (Tables)", "role": "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityTables", "shortName": "Derivative Instruments and Hedging Activity (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfDerivativesInstrumentsStatementsOfFinancialPerformanceAndFinancialPositionLocationTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R4": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:DisaggregationOfRevenueTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RevenueFromContractWithCustomerIncludingAssessedTax", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1002000 - Statement - Consolidated Statements of Earnings and Other Comprehensive Income", "role": "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "shortName": "Consolidated Statements of Earnings and Other Comprehensive Income", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "lang": null, "name": "us-gaap:CostOfGoodsAndServicesSold", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R40": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2316302 - Disclosure - Fair Value of Financial Instruments (Tables)", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables", "shortName": "Fair Value of Financial Instruments (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R41": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccumulatedOtherComprehensiveIncomeLossTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2317301 - Disclosure - Other Comprehensive Income (Loss) (Tables)", "role": "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossTables", "shortName": "Other Comprehensive Income (Loss) (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfAccumulatedOtherComprehensiveIncomeLossTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R42": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2319301 - Disclosure - Equity Incentive Plans (Tables)", "role": "http://www.huronconsultinggroup.com/role/EquityIncentivePlansTables", "shortName": "Equity Incentive Plans (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R43": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2320302 - Disclosure - Income Taxes (Tables)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesTables", "shortName": "Income Taxes (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R44": { "firstAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisaggregationOfRevenueTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2322301 - Disclosure - Segment Information (Tables)", "role": "http://www.huronconsultinggroup.com/role/SegmentInformationTables", "shortName": "Segment Information (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DisaggregationOfRevenueTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R45": { "firstAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:ScheduleOfValuationAndQualifyingAccountsReservesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2323301 - Disclosure - Valuation and Qualifying Accounts (Tables)", "role": "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsTables", "shortName": "Valuation and Qualifying Accounts (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:ScheduleOfValuationAndQualifyingAccountsReservesTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R46": { "firstAnchor": { "ancestors": [ "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2324301 - Disclosure - Selected Quarterly Financial Data (unaudited) (Tables)", "role": "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedTables", "shortName": "Selected Quarterly Financial Data (unaudited) (Tables)", "subGroupType": "tables", "uniqueAnchor": { "ancestors": [ "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R47": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ForeignCurrencyTransactionGainLossRealized", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2402403 - Disclosure - Summary of Significant Accounting Policies (Details)", "role": "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails", "shortName": "Summary of Significant Accounting Policies (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ForeignCurrencyTransactionGainLossRealized", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R48": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "ix:continuation", "us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "I2019Q1SD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseRightOfUseAsset", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2402404 - Disclosure - Summary of Significant Accounting Policies Impact of Adoption (Details)", "role": "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails", "shortName": "Summary of Significant Accounting Policies Impact of Adoption (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "ix:continuation", "us-gaap:NewAccountingPronouncementsPolicyPolicyTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "I2019Q1SD", "decimals": "-3", "lang": null, "name": "us-gaap:AccruedLiabilitiesCurrent", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R49": { "firstAnchor": { "ancestors": [ "span", "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "D2017Q1Innosight", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessAcquisitionEffectiveDateOfAcquisition1", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2405402 - Disclosure - Acquisitions - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "shortName": "Acquisitions - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "D2017Q1Innosight", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessAcquisitionEffectiveDateOfAcquisition1", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R5": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2016Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:StockholdersEquity", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1003000 - Statement - Consolidated Statements of Stockholders' Equity", "role": "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "shortName": "Consolidated Statements of Stockholders' Equity", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2016Q4_us-gaap_StatementEquityComponentsAxis_us-gaap_CommonStockMember", "decimals": "-3", "lang": null, "name": "us-gaap:StockholdersEquity", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R50": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:BusinessCombinationContingentConsiderationLiability", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2405403 - Disclosure - Acquisitions - Summary of Fair Value of Consideration Transferred (Details)", "role": "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails", "shortName": "Acquisitions - Summary of Fair Value of Consideration Transferred (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "hurn:ScheduleOfFairValueOfConsiderationReceivedTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "D2017Q1Innosight_us-gaap_BusinessAcquisitionAxis_hurn_InnosightHoldingsLLCMember", "decimals": "-3", "lang": null, "name": "us-gaap:PaymentsToAcquireBusinessesGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R51": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CostsInExcessOfBillingsOnUncompletedContractsOrProgramsExpectedToBeCollectedWithinOneYear", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2405404 - Disclosure - Acquisitions - Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed (Details)", "role": "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "shortName": "Acquisitions - Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "I2017Q1Innosight_us-gaap_BusinessAcquisitionAxis_hurn_InnosightHoldingsLLCMember", "decimals": "-3", "lang": null, "name": "us-gaap:BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsReceivables", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R52": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis_us-gaap_CustomerContractsMember", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:FiniteLivedIntangibleAssetUsefulLife", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2405405 - Disclosure - Acquisitions - Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives (Details)", "role": "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "shortName": "Acquisitions - Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfFiniteLivedIntangibleAssetsAcquiredAsPartOfBusinessCombinationTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "I2017Q1Innosight_us-gaap_BusinessAcquisitionAxis_hurn_InnosightHoldingsLLCMember_us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis_us-gaap_CustomerRelationshipsMember", "decimals": "-3", "lang": null, "name": "us-gaap:BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedIntangibleAssetsOtherThanGoodwill", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R53": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:BusinessAcquisitionProFormaInformationTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2017Q4YTD_us-gaap_BusinessAcquisitionAxis_hurn_InnosightHoldingsLLCMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:BusinessAcquisitionsProFormaRevenue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2405406 - Disclosure - Acquisitions - Summary of Supplemental Pro Forma Consolidated Results of Operations (Details)", "role": "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails", "shortName": "Acquisitions - Summary of Supplemental Pro Forma Consolidated Results of Operations (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:BusinessAcquisitionProFormaInformationTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2017Q4YTD_us-gaap_BusinessAcquisitionAxis_hurn_InnosightHoldingsLLCMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:BusinessAcquisitionsProFormaRevenue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R54": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfGoodwillTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:GoodwillGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2407402 - Disclosure - Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail)", "role": "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail", "shortName": "Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfGoodwillTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:GoodwillGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R55": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2407403 - Disclosure - Goodwill and Intangible Assets - Intangible Assets (Detail)", "role": "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail", "shortName": "Goodwill and Intangible Assets - Intangible Assets (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R56": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2407404 - Disclosure - Goodwill and Intangible Assets - Amortization (Details)", "role": "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAmortizationDetails", "shortName": "Goodwill and Intangible Assets - Amortization (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R57": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:GoodwillImpairmentLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2407405 - Disclosure - Goodwill and Intangible Assets - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail", "shortName": "Goodwill and Intangible Assets - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2017Q4YTD_us-gaap_ReportingUnitAxis_us-gaap_HealthCareMember", "decimals": "-5", "lang": null, "name": "us-gaap:GoodwillImpairmentLoss", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R58": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseRightOfUseAsset", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2408402 - Disclosure - Leases Schedule of Operating Lease Balances (Details)", "role": "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseBalancesDetails", "shortName": "Leases Schedule of Operating Lease Balances (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R59": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2408403 - Disclosure - Leases Schedule of Lease Costs (Details)", "role": "http://www.huronconsultinggroup.com/role/LeasesScheduleOfLeaseCostsDetails", "shortName": "Leases Schedule of Lease Costs (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:LeaseCostTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseCost", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R6": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:NetIncomeLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "statement", "isDefault": "false", "longName": "1004000 - Statement - Consolidated Statements of Cash Flows", "role": "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows", "shortName": "Consolidated Statements of Cash Flows", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "lang": null, "name": "us-gaap:DepreciationDepletionAndAmortization", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R60": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2408404 - Disclosure - Leases Schedule of Maturities of Lease Liabilities (Details)", "role": "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails", "shortName": "Leases Schedule of Maturities of Lease Liabilities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R61": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "hurn:ScheduleofSupplementalOperatingLeaseInformationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2408405 - Disclosure - Leases Schedule of Operating Lease Additional Information (Details)", "role": "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseAdditionalInformationDetails", "shortName": "Leases Schedule of Operating Lease Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "hurn:ScheduleofSupplementalOperatingLeaseInformationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:OperatingLeasePayments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R62": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:OperatingLeaseImpairmentLoss", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2408406 - Disclosure - Leases Leases Additional Information (Details)", "role": "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "shortName": "Leases Leases Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "td", "tr", "table", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2018Q4YTD", "decimals": "-5", "lang": null, "name": "us-gaap:OperatingLeasesRentExpenseNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R63": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:Depreciation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2409402 - Disclosure - Property and Equipment, Net - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetAdditionalInformationDetail", "shortName": "Property and Equipment, Net - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:Depreciation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R64": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2409403 - Disclosure - Property and Equipment, Net - Summary of Premises and Equipment (Detail)", "role": "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail", "shortName": "Property and Equipment, Net - Summary of Premises and Equipment (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:PropertyPlantAndEquipmentGross", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R65": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfDebtInstrumentsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LongTermDebt", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2410402 - Disclosure - Financing Arrangements - Summary of Carrying Amounts of Debt (Detail)", "role": "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail", "shortName": "Financing Arrangements - Summary of Carrying Amounts of Debt (Detail)", "subGroupType": "details", "uniqueAnchor": null }, "R66": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfMaturitiesOfLongTermDebtTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LongTermDebtMaturitiesRepaymentsOfPrincipalInNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2410403 - Disclosure - Financing Arrangements Financing Arrangements - Summary of Debt Maturities (Details)", "role": "http://www.huronconsultinggroup.com/role/FinancingArrangementsFinancingArrangementsSummaryOfDebtMaturitiesDetails", "shortName": "Financing Arrangements Financing Arrangements - Summary of Debt Maturities (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfMaturitiesOfLongTermDebtTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LongTermDebtMaturitiesRepaymentsOfPrincipalInNextTwelveMonths", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R67": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2014Q3", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:DebtInstrumentFaceAmount", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2410404 - Disclosure - Financing Arrangements - Schedule of Notes (Detail)", "role": "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail", "shortName": "Financing Arrangements - Schedule of Notes (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ConvertibleDebtTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4_us-gaap_LongtermDebtTypeAxis_us-gaap_ConvertibleDebtMember", "decimals": "-3", "lang": null, "name": "us-gaap:DebtInstrumentUnamortizedDiscount", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R68": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "hurn:InterestExpenseDisclosureTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:InterestExpenseDebtExcludingAmortization", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2410405 - Disclosure - Financing Arrangements - Summary of Interest Expense Recognized (Detail)", "role": "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail", "shortName": "Financing Arrangements - Summary of Interest Expense Recognized (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "hurn:InterestExpenseDisclosureTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:InterestExpenseDebtExcludingAmortization", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R69": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2014Q3", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:DebtInstrumentFaceAmount", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2410406 - Disclosure - Financing Arrangements - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "shortName": "Financing Arrangements - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "D2014Q3Sept30-Sept30_us-gaap_StatementEquityComponentsAxis_us-gaap_WarrantMember", "decimals": "-5", "lang": null, "name": "us-gaap:ProceedsFromIssuanceOfWarrants", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R7": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NatureOfOperations", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2101100 - Disclosure - Description of Business", "role": "http://www.huronconsultinggroup.com/role/DescriptionOfBusiness", "shortName": "Description of Business", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:NatureOfOperations", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R70": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:PreferredStockSharesAuthorized", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2411401 - Disclosure - Capital Structure - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/CapitalStructureAdditionalInformationDetail", "shortName": "Capital Structure - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:PreferredStockSharesAuthorized", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R71": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2018Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerPerformanceObligationSatisfiedInPreviousPeriod", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2412401 - Disclosure - Revenues Revenue - Additional Information (Details)", "role": "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails", "shortName": "Revenues Revenue - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2018Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:ContractWithCustomerPerformanceObligationSatisfiedInPreviousPeriod", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R72": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2412402 - Disclosure - Revenues Performance Obligations Information (Details)", "role": "http://www.huronconsultinggroup.com/role/RevenuesPerformanceObligationsInformationDetails", "shortName": "Revenues Performance Obligations Information (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis_us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis.domain_2020-01-01", "decimals": "-5", "lang": null, "name": "us-gaap:RevenueRemainingPerformanceObligation", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R73": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "ix:continuation", "us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4QTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeLossFromContinuingOperations", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2413402 - Disclosure - Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail)", "role": "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "shortName": "Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "lang": null, "name": "us-gaap:WeightedAverageNumberDilutedSharesOutstandingAdjustment", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R74": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2413403 - Disclosure - Earnings Per Share - Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents (Detail)", "role": "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail", "shortName": "Earnings Per Share - Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R75": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:StockRepurchasedAndRetiredDuringPeriodValue", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2413404 - Disclosure - Earnings Per Share - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail", "shortName": "Earnings Per Share - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_ShareRepurchaseProgramAxis_hurn_ShareRepurchaseProgramMember", "decimals": "INF", "lang": null, "name": "us-gaap:StockRepurchaseProgramAuthorizedAmount1", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R76": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RestructuringCharges", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2414402 - Disclosure - Restructuring Charges - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "shortName": "Restructuring Charges - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2018Q2QTD", "decimals": "-5", "lang": null, "name": "us-gaap:GainLossOnSaleOfBusiness", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R77": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:RestructuringReserve", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2414403 - Disclosure - Restructuring Charges Restructuring Charges - Rollforward (Details)", "role": "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails", "shortName": "Restructuring Charges Restructuring Charges - Rollforward (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "lang": null, "name": "us-gaap:IncreaseDecreaseInRestructuringReserve", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R78": { "firstAnchor": { "ancestors": [ "span", "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "D2017Q2InterestRateSwap", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DerivativeInceptionDates", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2415402 - Disclosure - Derivative Instruments and Hedging Activity - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail", "shortName": "Derivative Instruments and Hedging Activity - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "D2017Q2InterestRateSwap", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:DerivativeInceptionDates", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R79": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfDerivativesInstrumentsStatementsOfFinancialPerformanceAndFinancialPositionLocationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_BalanceSheetLocationAxis_us-gaap_PrepaidExpensesAndOtherCurrentAssetsMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:InterestRateCashFlowHedgeDerivativeAtFairValueNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2415403 - Disclosure - Derivative Instruments and Hedging Activity - Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments (Detail)", "role": "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail", "shortName": "Derivative Instruments and Hedging Activity - Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfDerivativesInstrumentsStatementsOfFinancialPerformanceAndFinancialPositionLocationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_BalanceSheetLocationAxis_us-gaap_PrepaidExpensesAndOtherCurrentAssetsMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:InterestRateCashFlowHedgeDerivativeAtFairValueNet", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R8": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2102100 - Disclosure - Summary of Significant Accounting Policies", "role": "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPolicies", "shortName": "Summary of Significant Accounting Policies", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:SignificantAccountingPoliciesTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R80": { "firstAnchor": { "ancestors": [ "span", "span", "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentPeriodEndDate", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2416403 - Disclosure - Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail)", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "shortName": "Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_FairValueByMeasurementFrequencyAxis_us-gaap_FairValueMeasurementsRecurringMember_us-gaap_UnderlyingAssetClassAxis_hurn_DeferredCompensationPlanAssetsMember", "decimals": "-3", "lang": null, "name": "us-gaap:AssetsFairValueDisclosure", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R81": { "firstAnchor": { "ancestors": [ "span", "span", "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentPeriodEndDate", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2416404 - Disclosure - Fair Value of Financial Instruments - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "shortName": "Fair Value of Financial Instruments - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2020Q1_us-gaap_FinancialInstrumentAxis_us-gaap_ConvertibleDebtSecuritiesMember_us-gaap_RelatedPartyTransactionsByRelatedPartyAxis_hurn_ShorelightHoldingsLlcMember", "decimals": "-5", "lang": null, "name": "us-gaap:LongTermInvestments", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R82": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfDebtInstrumentsTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LongTermDebt", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2416405 - Disclosure - Fair Value of Financial Instruments - Summary of Carrying Amount and Estimated Fair Value of Convertible Notes (Detail)", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail", "shortName": "Fair Value of Financial Instruments - Summary of Carrying Amount and Estimated Fair Value of Convertible Notes (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4_us-gaap_LongtermDebtTypeAxis_us-gaap_ConvertibleDebtMember", "decimals": "-3", "lang": null, "name": "us-gaap:LongTermDebtFairValue", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R83": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_FairValueByMeasurementFrequencyAxis_us-gaap_FairValueMeasurementsRecurringMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AssetsFairValueDisclosure", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2416406 - Disclosure - Fair Value of Financial Instruments Fair Value of Financial Instruments - Convertible Debt Investment Reconciliation (Details)", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "shortName": "Fair Value of Financial Instruments Fair Value of Financial Instruments - Convertible Debt Investment Reconciliation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:FairValueAssetsMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_us-gaap_FinancialInstrumentAxis_us-gaap_ConvertibleDebtSecuritiesMember_us-gaap_RelatedPartyTransactionsByRelatedPartyAxis_hurn_ShorelightHoldingsLlcMember", "decimals": "-3", "lang": null, "name": "us-gaap:FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisAssetGainLossIncludedInOtherComprehensiveIncomeLoss", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R84": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_FairValueByMeasurementFrequencyAxis_us-gaap_FairValueMeasurementsRecurringMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:LiabilitiesFairValueDisclosure", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2416407 - Disclosure - Fair Value of Financial Instruments Fair Value of Financial Instruments - Contingent Consideration Reconciliation (Details)", "role": "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "shortName": "Fair Value of Financial Instruments Fair Value of Financial Instruments - Contingent Consideration Reconciliation (Details)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2018Q4YTD_us-gaap_FairValueByLiabilityClassAxis_hurn_ContingentConsiderationLiabilityMember", "decimals": "-3", "lang": null, "name": "us-gaap:FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisAssetPurchases", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R85": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "us-gaap:ScheduleOfAccumulatedOtherComprehensiveIncomeLossTableTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:AccumulatedOtherComprehensiveIncomeLossForeignCurrencyTranslationAdjustmentNetOfTax", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2417402 - Disclosure - Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail)", "role": "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail", "shortName": "Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "ix:continuation", "us-gaap:ScheduleOfAccumulatedOtherComprehensiveIncomeLossTableTextBlock", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2016Q4", "decimals": "-3", "lang": null, "name": "us-gaap:AccumulatedOtherComprehensiveIncomeLossForeignCurrencyTranslationAdjustmentNetOfTax", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R86": { "firstAnchor": null, "groupType": "disclosure", "isDefault": "false", "longName": "2417403 - Disclosure - Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) - Additional Information (Details)", "role": "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossOtherComprehensiveIncomeLossAdditionalInformationDetails", "shortName": "Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) - Additional Information (Details)", "subGroupType": "details", "uniqueAnchor": null }, "R87": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:DefinedContributionPlanEmployerMatchingContributionPercent", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2418401 - Disclosure - Employee Benefit and Deferred Compensation Plans - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlansAdditionalInformationDetail", "shortName": "Employee Benefit and Deferred Compensation Plans - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:DefinedContributionPlanEmployerMatchingContributionPercent", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" } }, "R88": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:RetirementEligibleProvisionMinimumAge", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2419402 - Disclosure - Equity Incentive Plans - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "shortName": "Equity Incentive Plans - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "hurn:RetirementEligibleProvisionMinimumAge", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R89": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4_us-gaap_AwardTypeAxis_us-gaap_RestrictedStockMember", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2419403 - Disclosure - Equity Incentive Plans - Schedule of Restricted Stock Activity (Detail)", "role": "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail", "shortName": "Equity Incentive Plans - Schedule of Restricted Stock Activity (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_us-gaap_AwardTypeAxis_us-gaap_RestrictedStockMember", "decimals": "-3", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R9": { "firstAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2105100 - Disclosure - Acquisitions", "role": "http://www.huronconsultinggroup.com/role/Acquisitions", "shortName": "Acquisitions", "subGroupType": "", "uniqueAnchor": { "ancestors": [ "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "us-gaap:BusinessCombinationDisclosureTextBlock", "reportCount": 1, "unique": true, "unitRef": null, "xsiNil": "false" } }, "R90": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "td", "tr", "table", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4_us-gaap_AwardTypeAxis_us-gaap_PerformanceSharesMember", "decimals": "INF", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2419404 - Disclosure - Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Detail)", "role": "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "shortName": "Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfNonvestedPerformanceBasedUnitsActivityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD_us-gaap_AwardTypeAxis_us-gaap_PerformanceSharesMember", "decimals": "-3", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R91": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "reportCount": 1, "unitRef": "shares", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2419405 - Disclosure - Equity Incentive Plans - Schedule of Stock Option Activity (Detail)", "role": "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail", "shortName": "Equity Incentive Plans - Schedule of Stock Option Activity (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "lang": null, "name": "us-gaap:ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriod", "reportCount": 1, "unique": true, "unitRef": "shares", "xsiNil": "false" } }, "R92": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CurrentFederalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2420403 - Disclosure - Income Taxes - Income Tax Expense for Continuing Operations (Detail)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail", "shortName": "Income Taxes - Income Tax Expense for Continuing Operations (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:CurrentFederalTaxExpenseBenefit", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R93": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "ix:continuation", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2420404 - Disclosure - Income Taxes - Components of Income from Continuing Operations Before Income Tax Expense (Detail)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesComponentsOfIncomeFromContinuingOperationsBeforeIncomeTaxExpenseDetail", "shortName": "Income Taxes - Components of Income from Continuing Operations Before Income Tax Expense (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "ix:continuation", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "first": true, "lang": null, "name": "us-gaap:IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R94": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "3", "first": true, "lang": null, "name": "us-gaap:EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2420405 - Disclosure - Income Taxes - Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations (Detail)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail", "shortName": "Income Taxes - Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "3", "first": true, "lang": null, "name": "us-gaap:EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "reportCount": 1, "unique": true, "unitRef": "number", "xsiNil": "false" } }, "R95": { "firstAnchor": { "ancestors": [ "span", "span", "span", "div", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": null, "first": true, "lang": "en-US", "name": "dei:DocumentPeriodEndDate", "reportCount": 1, "unitRef": null, "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2420406 - Disclosure - Income Taxes - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "shortName": "Income Taxes - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2018Q4YTD", "decimals": "-5", "lang": null, "name": "hurn:AdditionalIncomeTaxExpenseorBenefitduetoTaxReform", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R96": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "hurn:Deferredtaxassetoperatingleaseliabilities", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2420407 - Disclosure - Income Taxes - Net Deferred Tax Liabilities for Continuing Operations (Detail)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail", "shortName": "Income Taxes - Net Deferred Tax Liabilities for Continuing Operations (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2019Q4", "decimals": "-3", "first": true, "lang": null, "name": "hurn:Deferredtaxassetoperatingleaseliabilities", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R97": { "firstAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForwardTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FI2018Q4", "decimals": "-3", "first": true, "lang": null, "name": "hurn:UnrecognizedIncomeTaxBenefits", "reportCount": 1, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2420408 - Disclosure - Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail)", "role": "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail", "shortName": "Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "td", "tr", "table", "div", "div", "us-gaap:ScheduleOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForwardTableTextBlock", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-3", "lang": null, "name": "us-gaap:UnrecognizedTaxBenefitsDecreasesResultingFromPriorPeriodTaxPositions", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R98": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:GainLossRelatedToLitigationSettlement", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2421401 - Disclosure - Commitments, Contingencies and Guarantees - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "shortName": "Commitments, Contingencies and Guarantees - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "-5", "first": true, "lang": null, "name": "us-gaap:GainLossRelatedToLitigationSettlement", "reportCount": 1, "unique": true, "unitRef": "usd", "xsiNil": "false" } }, "R99": { "firstAnchor": { "ancestors": [ "span", "span", "div", "ix:continuation", "div", "body", "html" ], "baseRef": "hurn2019123110-k.htm", "contextRef": "FD2019Q4YTD", "decimals": "0", "first": true, "lang": null, "name": "us-gaap:NumberOfOperatingSegments", "reportCount": 1, "unitRef": "Segment", "xsiNil": "false" }, "groupType": "disclosure", "isDefault": "false", "longName": "2422402 - Disclosure - Segment Information - Additional Information (Detail)", "role": "http://www.huronconsultinggroup.com/role/SegmentInformationAdditionalInformationDetail", "shortName": "Segment Information - Additional Information (Detail)", "subGroupType": "details", "uniqueAnchor": null } }, "segmentCount": 103, "tag": { "dei_AmendmentFlag": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.", "label": "Amendment Flag", "terseLabel": "Amendment Flag" } } }, "localname": "AmendmentFlag", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_CityAreaCode": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Area code of city", "label": "City Area Code", "terseLabel": "City Area Code" } } }, "localname": "CityAreaCode", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_CurrentFiscalYearEndDate": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "End date of current fiscal year in the format --MM-DD.", "label": "Current Fiscal Year End Date", "terseLabel": "Current Fiscal Year End Date" } } }, "localname": "CurrentFiscalYearEndDate", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "gMonthDayItemType" }, "dei_DocumentAnnualReport": { "auth_ref": [ "r581" ], "lang": { "en-US": { "role": { "documentation": "Boolean flag that is true only for a form used as an annual report.", "label": "Document Annual Report", "terseLabel": "Document Quarterly Report" } } }, "localname": "DocumentAnnualReport", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentFiscalPeriodFocus": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Fiscal period values are FY, Q1, Q2, and Q3. 1st, 2nd and 3rd quarter 10-Q or 10-QT statements have value Q1, Q2, and Q3 respectively, with 10-K, 10-KT or other fiscal year statements having FY.", "label": "Document Fiscal Period Focus", "terseLabel": "Document Fiscal Period Focus" } } }, "localname": "DocumentFiscalPeriodFocus", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "fiscalPeriodItemType" }, "dei_DocumentFiscalYearFocus": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "This is focus fiscal year of the document report in CCYY format. For a 2006 annual report, which may also provide financial information from prior periods, fiscal 2006 should be given as the fiscal year focus. Example: 2006.", "label": "Document Fiscal Year Focus", "terseLabel": "Document Fiscal Year Focus" } } }, "localname": "DocumentFiscalYearFocus", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "gYearItemType" }, "dei_DocumentPeriodEndDate": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The end date of the period reflected on the cover page if a periodic report. For all other reports and registration statements containing historical data, it is the date up through which that historical data is presented. If there is no historical data in the report, use the filing date. The format of the date is CCYY-MM-DD.", "label": "Document Period End Date", "terseLabel": "Document Period End Date" } } }, "localname": "DocumentPeriodEndDate", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "dateItemType" }, "dei_DocumentTransitionReport": { "auth_ref": [ "r580" ], "lang": { "en-US": { "role": { "documentation": "Boolean flag that is true only for a form used as a transition report.", "label": "Document Transition Report", "terseLabel": "Document Transition Report" } } }, "localname": "DocumentTransitionReport", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_DocumentType": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.", "label": "Document Type", "terseLabel": "Document Type" } } }, "localname": "DocumentType", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "submissionTypeItemType" }, "dei_EntityAddressAddressLine1": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Address Line 1 such as Attn, Building Name, Street Name", "label": "Entity Address, Address Line One", "terseLabel": "Entity Address, Address Line One" } } }, "localname": "EntityAddressAddressLine1", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressCityOrTown": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Name of the City or Town", "label": "Entity Address, City or Town", "terseLabel": "Entity Address, City or Town" } } }, "localname": "EntityAddressCityOrTown", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressPostalZipCode": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Code for the postal or zip code", "label": "Entity Address, Postal Zip Code", "terseLabel": "Entity Address, Postal Zip Code" } } }, "localname": "EntityAddressPostalZipCode", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityAddressStateOrProvince": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Name of the state or province.", "label": "Entity Address, State or Province", "terseLabel": "Entity Address, State or Province" } } }, "localname": "EntityAddressStateOrProvince", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "stateOrProvinceItemType" }, "dei_EntityCentralIndexKey": { "auth_ref": [ "r582" ], "lang": { "en-US": { "role": { "documentation": "A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.", "label": "Entity Central Index Key", "terseLabel": "Entity Central Index Key" } } }, "localname": "EntityCentralIndexKey", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "centralIndexKeyItemType" }, "dei_EntityCommonStockSharesOutstanding": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Indicate number of shares or other units outstanding of each of registrant's classes of capital or common stock or other ownership interests, if and as stated on cover of related periodic report. Where multiple classes or units exist define each class/interest by adding class of stock items such as Common Class A [Member], Common Class B [Member] or Partnership Interest [Member] onto the Instrument [Domain] of the Entity Listings, Instrument.", "label": "Entity Common Stock, Shares Outstanding", "terseLabel": "Entity Common Stock, Shares Outstanding" } } }, "localname": "EntityCommonStockSharesOutstanding", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "sharesItemType" }, "dei_EntityCurrentReportingStatus": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Indicate 'Yes' or 'No' whether registrants (1) have filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that registrants were required to file such reports), and (2) have been subject to such filing requirements for the past 90 days. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Current Reporting Status", "terseLabel": "Entity Current Reporting Status" } } }, "localname": "EntityCurrentReportingStatus", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityEmergingGrowthCompany": { "auth_ref": [ "r582" ], "lang": { "en-US": { "role": { "documentation": "Indicate if registrant meets the emerging growth company criteria.", "label": "Entity Emerging Growth Company", "terseLabel": "Entity Emerging Growth Company" } } }, "localname": "EntityEmergingGrowthCompany", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityFileNumber": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.", "label": "Entity File Number", "terseLabel": "Entity File Number" } } }, "localname": "EntityFileNumber", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "fileNumberItemType" }, "dei_EntityFilerCategory": { "auth_ref": [ "r582" ], "lang": { "en-US": { "role": { "documentation": "Indicate whether the registrant is one of the following: Large Accelerated Filer, Accelerated Filer, Non-accelerated Filer. Definitions of these categories are stated in Rule 12b-2 of the Exchange Act. This information should be based on the registrant's current or most recent filing containing the related disclosure.", "label": "Entity Filer Category", "terseLabel": "Entity Filer Category" } } }, "localname": "EntityFilerCategory", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "filerCategoryItemType" }, "dei_EntityIncorporationStateCountryCode": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Two-character EDGAR code representing the state or country of incorporation.", "label": "Entity Incorporation, State or Country Code", "terseLabel": "Entity Incorporation, State or Country Code" } } }, "localname": "EntityIncorporationStateCountryCode", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "edgarStateCountryItemType" }, "dei_EntityInteractiveDataCurrent": { "auth_ref": [ "r583" ], "lang": { "en-US": { "role": { "documentation": "Boolean flag that is true when the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).", "label": "Entity Interactive Data Current", "terseLabel": "Entity Interactive Data Current" } } }, "localname": "EntityInteractiveDataCurrent", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityPublicFloat": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant's most recently completed second fiscal quarter.", "label": "Entity Public Float", "terseLabel": "Entity Public Float" } } }, "localname": "EntityPublicFloat", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "monetaryItemType" }, "dei_EntityRegistrantName": { "auth_ref": [ "r582" ], "lang": { "en-US": { "role": { "documentation": "The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.", "label": "Entity Registrant Name", "terseLabel": "Entity Registrant Name" } } }, "localname": "EntityRegistrantName", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_EntityShellCompany": { "auth_ref": [ "r582" ], "lang": { "en-US": { "role": { "documentation": "Boolean flag that is true when the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.", "label": "Entity Shell Company", "terseLabel": "Entity Shell Company" } } }, "localname": "EntityShellCompany", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntitySmallBusiness": { "auth_ref": [ "r582" ], "lang": { "en-US": { "role": { "documentation": "Indicates that the company is a Smaller Reporting Company (SRC).", "label": "Entity Small Business", "terseLabel": "Entity Small Business" } } }, "localname": "EntitySmallBusiness", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "booleanItemType" }, "dei_EntityTaxIdentificationNumber": { "auth_ref": [ "r582" ], "lang": { "en-US": { "role": { "documentation": "The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.", "label": "Entity Tax Identification Number", "terseLabel": "Entity Tax Identification Number" } } }, "localname": "EntityTaxIdentificationNumber", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "employerIdItemType" }, "dei_EntityVoluntaryFilers": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.", "label": "Entity Voluntary Filers", "terseLabel": "Entity Voluntary Filers" } } }, "localname": "EntityVoluntaryFilers", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_EntityWellKnownSeasonedIssuer": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Indicate 'Yes' or 'No' if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Is used on Form Type: 10-K, 10-Q, 8-K, 20-F, 6-K, 10-K/A, 10-Q/A, 20-F/A, 6-K/A, N-CSR, N-Q, N-1A.", "label": "Entity Well-known Seasoned Issuer", "terseLabel": "Entity Well-known Seasoned Issuer" } } }, "localname": "EntityWellKnownSeasonedIssuer", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "yesNoItemType" }, "dei_LocalPhoneNumber": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Local phone number for entity.", "label": "Local Phone Number", "terseLabel": "Local Phone Number" } } }, "localname": "LocalPhoneNumber", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "normalizedStringItemType" }, "dei_Security12bTitle": { "auth_ref": [ "r578" ], "lang": { "en-US": { "role": { "documentation": "Title of a 12(b) registered security.", "label": "Title of 12(b) Security", "terseLabel": "Title of 12(b) Security" } } }, "localname": "Security12bTitle", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "securityTitleItemType" }, "dei_SecurityExchangeName": { "auth_ref": [ "r579" ], "lang": { "en-US": { "role": { "documentation": "Name of the Exchange on which a security is registered.", "label": "Security Exchange Name", "terseLabel": "Security Exchange Name" } } }, "localname": "SecurityExchangeName", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "edgarExchangeCodeItemType" }, "dei_TradingSymbol": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Trading symbol of an instrument as listed on an exchange.", "label": "Trading Symbol", "terseLabel": "Trading Symbol" } } }, "localname": "TradingSymbol", "nsuri": "http://xbrl.sec.gov/dei/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation" ], "xbrltype": "tradingSymbolItemType" }, "hurn_AdditionalIncomeTaxExpenseorBenefitduetoTaxReform": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Additional Income Tax Expense or Benefit due to Tax Reform", "label": "Additional Income Tax Expense or Benefit due to Tax Reform", "terseLabel": "Additional Income Tax Expense or Benefit due to Tax Reform" } } }, "localname": "AdditionalIncomeTaxExpenseorBenefitduetoTaxReform", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_BusinessAdvisoryMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Business Advisory [Member]", "label": "Business Advisory [Member]", "terseLabel": "Business Advisory [Member]" } } }, "localname": "BusinessAdvisoryMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "hurn_BusinessCombinationConsiderationTransferredNetWorkingCapitalAdjustment": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Business combination consideration transferred net working capital adjustment.", "label": "Business Combination Consideration Transferred Net Working Capital Adjustment", "negatedLabel": "Consideration transferred net working capital adjustment" } } }, "localname": "BusinessCombinationConsiderationTransferredNetWorkingCapitalAdjustment", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails" ], "xbrltype": "monetaryItemType" }, "hurn_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAccruedLiabilitiesAndOtherLiabilitiesCurrent": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 7.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Business combination recognized identifiable assets acquired and liabilities assumed accrued liabilities and other liabilities current.", "label": "Business Combination Recognized Identifiable Assets Acquired And Liabilities Assumed Accrued Liabilities And Other Liabilities Current", "terseLabel": "Accrued expenses and other current liabilities" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAccruedLiabilitiesAndOtherLiabilitiesCurrent", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "hurn_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccruedPayrollAndBenefits": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 8.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Business combination recognized identifiable assets acquired and liabilities assumed current liabilities accrued payroll and benefits.", "label": "Business Combination Recognized Identifiable Assets Acquired and Liabilities Assumed Current Liabilities Accrued Payroll and Benefits", "terseLabel": "Accrued payroll and related benefits" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccruedPayrollAndBenefits", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "hurn_CashAndCashEquivalentMaturityPeriod": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The maximum length of time over which an instrument may mature to be classified as cash and cash equivalents.", "label": "Cash And Cash Equivalent Maturity Period", "terseLabel": "Cash and Cash Equivalent maturity period" } } }, "localname": "CashAndCashEquivalentMaturityPeriod", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "durationItemType" }, "hurn_CashPaidDuringYearForAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Cash paid during year for.", "label": "Cash Paid During Year For [Abstract]", "terseLabel": "Cash paid during the year for:" } } }, "localname": "CashPaidDuringYearForAbstract", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "hurn_ChangeinEstimatedVariableConsiderationMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Change in Estimated Variable Consideration [Member]", "label": "Change in Estimated Variable Consideration [Member]", "terseLabel": "Change in Estimated Variable Consideration [Member]" } } }, "localname": "ChangeinEstimatedVariableConsiderationMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "hurn_ChangeinFairValueReasonAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Change in Fair Value, Reason [Axis]", "label": "Change in Fair Value, Reason [Axis]", "terseLabel": "Change in Fair Value, Reason [Axis]" } } }, "localname": "ChangeinFairValueReasonAxis", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails" ], "xbrltype": "stringItemType" }, "hurn_ChangeinFairValueReasonDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "[Domain] for Change in Fair Value, Reason [Axis]", "label": "Change in Fair Value, Reason [Domain]", "terseLabel": "Change in Fair Value, Reason [Domain]" } } }, "localname": "ChangeinFairValueReasonDomain", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails" ], "xbrltype": "domainItemType" }, "hurn_ChicagoIllinoisMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Chicago, Illinois [Member]", "label": "Chicago, Illinois [Member]", "terseLabel": "Chicago, Illinois [Member]" } } }, "localname": "ChicagoIllinoisMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_CommitmentsAndContingenciesLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Commitments And Contingencies [Line Items]", "label": "Commitments And Contingencies [Line Items]", "terseLabel": "Commitments And Contingencies [Line Items]" } } }, "localname": "CommitmentsAndContingenciesLineItems", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "hurn_CommitmentsAndContingenciesTable": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Commitments And Contingencies [Table]", "label": "Commitments And Contingencies [Table]", "terseLabel": "Commitments And Contingencies [Table]" } } }, "localname": "CommitmentsAndContingenciesTable", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "hurn_CommonStockUnderlyingConvertibleSeniorNoteAndRelatedTransactions": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The number of shares of common stock underlying the convertible senior notes as well as the warrants and convertible note hedge transactions purchased concurrently with the issuance of the convertible senior notes.", "label": "Common Stock Underlying Convertible Senior Note And Related Transactions", "terseLabel": "Common stock purchased (in shares)" } } }, "localname": "CommonStockUnderlyingConvertibleSeniorNoteAndRelatedTransactions", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "hurn_ComputersRelatedEquipmentAndSoftwareMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Computers Related Equipment And Software [Member]", "label": "Computers Related Equipment And Software [Member]", "terseLabel": "Computers, related equipment and software [Member]" } } }, "localname": "ComputersRelatedEquipmentAndSoftwareMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "hurn_ContingentConsiderationLiabilityMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Contingent Consideration Liability [Member]", "label": "Contingent Consideration Liability [Member]", "terseLabel": "Contingent Consideration Liability [Member]" } } }, "localname": "ContingentConsiderationLiabilityMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "domainItemType" }, "hurn_ContractAssetPeriodIncreaseDecrease": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) in the right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than the passage of time.", "label": "Contract Asset, Period Increase (Decrease)", "terseLabel": "Contract Asset, Period Increase (Decrease)" } } }, "localname": "ContractAssetPeriodIncreaseDecrease", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "hurn_DebtInstrumentCovenantActualConsolidatedLeverageRatio": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Debt Instrument, Covenant, Actual Consolidated Leverage Ratio", "label": "Debt Instrument, Covenant, Actual Consolidated Leverage Ratio", "terseLabel": "Actual consolidated leverage ratio" } } }, "localname": "DebtInstrumentCovenantActualConsolidatedLeverageRatio", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "pureItemType" }, "hurn_DebtInstrumentCovenantActualInterestCoverageRatio": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Debt Instrument, Covenant, Actual Interest Coverage Ratio", "label": "Debt Instrument, Covenant, Actual Interest Coverage Ratio", "terseLabel": "Actual interest coverage ratio" } } }, "localname": "DebtInstrumentCovenantActualInterestCoverageRatio", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "pureItemType" }, "hurn_DebtInstrumentCovenantConsolidatedLeverageRatioAdditionalIncrease": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Debt Instrument, Covenant, Consolidated Leverage Ratio, Additional Increase for Certain Transactions", "label": "Debt Instrument, Covenant, Consolidated Leverage Ratio, Additional Increase", "terseLabel": "Debt Instrument, Covenant, Consolidated Leverage Ratio, Additional Increase" } } }, "localname": "DebtInstrumentCovenantConsolidatedLeverageRatioAdditionalIncrease", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "pureItemType" }, "hurn_DebtInstrumentCovenantConsolidatedLeverageRatioMaximum": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Debt Instrument, Covenant, Consolidated Leverage Ratio, Maximum", "label": "Debt Instrument, Covenant, Consolidated Leverage Ratio, Maximum", "terseLabel": "Maximum consolidated leverage ratio" } } }, "localname": "DebtInstrumentCovenantConsolidatedLeverageRatioMaximum", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "pureItemType" }, "hurn_DebtInstrumentCovenantInterestCoverageRatioMinimum": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Debt Instrument, Covenant, Interest Coverage Ratio, Minimum", "label": "Debt Instrument, Covenant, Interest Coverage Ratio, Minimum", "terseLabel": "Minimum interest coverage ratio" } } }, "localname": "DebtInstrumentCovenantInterestCoverageRatioMinimum", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "pureItemType" }, "hurn_DebtIssuanceCostsAssignedToLiability": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Total debt issuance costs assigned to the liability component of the convertible senior notes based on the relative fair value of the liability component to the total value of the notes issued.", "label": "Debt Issuance Costs Assigned To Liability", "terseLabel": "Liability issuance costs" } } }, "localname": "DebtIssuanceCostsAssignedToLiability", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_DeferredCompensationAndOtherLiabilities": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Aggregate carrying value, as of the balance sheet date, of the liabilities for all deferred compensation arrangements and all other non current obligations not separately disclosed in the balance sheet payable beyond one year (or the operating cycle, if longer).", "label": "Deferred Compensation And Other Liabilities", "terseLabel": "Deferred compensation and other liabilities" } } }, "localname": "DeferredCompensationAndOtherLiabilities", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "monetaryItemType" }, "hurn_DeferredCompensationPlanAssetsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Deferred Compensation Plan Assets [Member]", "label": "Deferred Compensation Plan Assets [Member]", "terseLabel": "Deferred Compensation Plan Assets [Member]" } } }, "localname": "DeferredCompensationPlanAssetsMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "domainItemType" }, "hurn_DeferredTaxAssetsCurrentDeferredLeaseIncentive": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 6.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax assets attributable to deductible temporary differences from deferred lease incentives.", "label": "Deferred Tax Assets Current Deferred Lease Incentive", "terseLabel": "Deferred lease incentives" } } }, "localname": "DeferredTaxAssetsCurrentDeferredLeaseIncentive", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "hurn_DeferredrentcreditnoncurrentMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Deferred rent credit noncurrent [Member]", "label": "Deferred rent credit noncurrent [Member]", "terseLabel": "Deferred rent credit noncurrent [Member]" } } }, "localname": "DeferredrentcreditnoncurrentMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "hurn_Deferredtaxassetoperatingleaseliabilities": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 1.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Deferred tax asset, operating lease liabilities", "label": "Deferred tax asset, operating lease liabilities", "terseLabel": "Deferred tax asset, operating lease liabilities" } } }, "localname": "Deferredtaxassetoperatingleaseliabilities", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "hurn_DirectCostsAndReimbursableExpensesExclusiveOfDepreciationAndAmortizationShownInOperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Direct Costs And Reimbursable Expenses Exclusive Of Depreciation And Amortization Shown In Operating Expenses [Abstract]", "label": "Direct Costs And Reimbursable Expenses Exclusive Of Depreciation And Amortization Shown In Operating Expenses [Abstract]", "terseLabel": "Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses):" } } }, "localname": "DirectCostsAndReimbursableExpensesExclusiveOfDepreciationAndAmortizationShownInOperatingExpensesAbstract", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "stringItemType" }, "hurn_DocumentAndEntityInformationAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Document and entity information.", "label": "Document And Entity Information [Abstract]" } } }, "localname": "DocumentAndEntityInformationAbstract", "nsuri": "http://www.huronconsultinggroup.com/20191231", "xbrltype": "stringItemType" }, "hurn_DurationOfLibor": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The duration of LIBOR which is used to calculate the interest received from the counterparty.", "label": "Duration Of Libor", "terseLabel": "Duration of LIBOR" } } }, "localname": "DurationOfLibor", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "hurn_EducationMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Education [Member]", "label": "Education [Member]", "terseLabel": "Education [Member]" } } }, "localname": "EducationMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "hurn_EffectiveIncomeTaxRateReconciliationContingentConsiderationLiabilitiesChangeInFairValuePercent": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 5.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Effective Income Tax Rate Reconciliation, Contingent Consideration Liabilities, Change In Fair Value, Percent", "label": "Effective Income Tax Rate Reconciliation, Contingent Consideration Liabilities, Change In Fair Value, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation, Contingent Consideration Liabilities, Change In Fair Value, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationContingentConsiderationLiabilitiesChangeInFairValuePercent", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "hurn_EffectiveIncomeTaxRateReconciliationDisallowedExecutiveCompensationPercent": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 4.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Effective Income Tax Rate Reconciliation, Disallowed Executive Compensation, Percent", "label": "Effective Income Tax Rate Reconciliation, Disallowed Executive Compensation, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation, Disallowed Executive Compensation, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationDisallowedExecutiveCompensationPercent", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "hurn_EffectiveIncomeTaxRateReconciliationGlobalIntangibleLowTaxedIncomePercent": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 6.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent", "label": "Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationGlobalIntangibleLowTaxedIncomePercent", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "hurn_EffectiveIncomeTaxRateReconciliationNetTaxBenefitRelatedToCheckTheBoxElection": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 10.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Impact of a check-the-box election on the effective tax rate for the year.", "label": "EffectiveIncomeTaxRateReconciliationNetTaxBenefitRelatedToCheckTheBoxElection", "terseLabel": "Net tax (benefit) expense related to \u201ccheck-the-box\u201d election (1)" } } }, "localname": "EffectiveIncomeTaxRateReconciliationNetTaxBenefitRelatedToCheckTheBoxElection", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "hurn_EffectiveIncomeTaxRateReconciliationRealizedInvestmentGainsLossesPercent": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 8.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Effective Income Tax Rate Reconciliation, Realized Investment (Gains) Losses, Percent", "label": "Effective Income Tax Rate Reconciliation, Realized Investment (Gains) Losses, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation, Realized Investment (Gains) Losses, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationRealizedInvestmentGainsLossesPercent", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "hurn_EffectiveTaxRateForDiscontinuedOperations": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Effective Tax Rate For Discontinued Operations", "label": "Effective Tax Rate For Discontinued Operations", "terseLabel": "Effective Tax Rate For Discontinued Operations" } } }, "localname": "EffectiveTaxRateForDiscontinuedOperations", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "hurn_EmployeeTypeAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Employee Type [Axis]", "label": "Employee Type [Axis]", "terseLabel": "Employee Type [Axis]" } } }, "localname": "EmployeeTypeAxis", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "hurn_EmployeeTypeDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "[Domain] for Employee Type [Axis]", "label": "Employee Type [Domain]", "terseLabel": "Employee Type [Domain]" } } }, "localname": "EmployeeTypeDomain", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "hurn_EnterpriseSolutionsandAnalyticsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Enterprise Solutions and Analytics [Member]", "label": "Enterprise Solutions and Analytics [Member]", "terseLabel": "Enterprise Solutions and Analytics [Member]" } } }, "localname": "EnterpriseSolutionsandAnalyticsMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_FairValueDisclosuresContingentConsiderationReconciliationAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Fair Value Disclosures - Contingent Consideration Reconciliation [Abstract]", "label": "Fair Value Disclosures - Contingent Consideration Reconciliation [Abstract]" } } }, "localname": "FairValueDisclosuresContingentConsiderationReconciliationAbstract", "nsuri": "http://www.huronconsultinggroup.com/20191231", "xbrltype": "stringItemType" }, "hurn_FairValueDisclosuresConvertibleDebtInvestmentReconciliationAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Fair Value Disclosures - Convertible Debt Investment Reconciliation [Abstract]", "label": "Fair Value Disclosures - Convertible Debt Investment Reconciliation [Abstract]" } } }, "localname": "FairValueDisclosuresConvertibleDebtInvestmentReconciliationAbstract", "nsuri": "http://www.huronconsultinggroup.com/20191231", "xbrltype": "stringItemType" }, "hurn_FulltimeBillableConsultantsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Full-time Billable Consultants [Member]", "label": "Full-time Billable Consultants [Member]", "terseLabel": "Full-time Billable Consultants [Member]" } } }, "localname": "FulltimeBillableConsultantsMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "hurn_FulltimeEquivalentsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Full-time Equivalents [Member]", "label": "Full-time Equivalents [Member]", "terseLabel": "Full-time Equivalents [Member]" } } }, "localname": "FulltimeEquivalentsMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "hurn_GainLossRelatedToLitigationSettlementAndOtherOperatingGains": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 3.0, "parentTag": "us-gaap_OperatingExpenses", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of (gain) loss recognized in settlement of litigation and insurance claims and other operating activities. Also includes the amount of increase (decrease) in the fair value of a contingent consideration liability, including, but not limited to, differences arising upon settlement.", "label": "Gain (Loss) Related To Litigation Settlement And Other Operating Gains", "negatedLabel": "Litigation and other losses (gains), net", "terseLabel": "Gain (Loss) Related To Litigation Settlement And Other Operating Gains" } } }, "localname": "GainLossRelatedToLitigationSettlementAndOtherOperatingGains", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_HoustonTexasMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Exit of office space in Houston, Texas", "label": "Houston, Texas [Member]", "terseLabel": "Houston, Texas [Member]" } } }, "localname": "HoustonTexasMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_HuronLegalMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Huron Legal [Member]", "label": "Huron Legal [Member]", "terseLabel": "Huron Legal [Member]" } } }, "localname": "HuronLegalMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_IncomeTaxDisclosureLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Income Tax Disclosure [Line Items]", "label": "Income Tax Disclosure [Line Items]", "terseLabel": "Income Tax Disclosure [Line Items]" } } }, "localname": "IncomeTaxDisclosureLineItems", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "hurn_IncomeTaxDisclosureTable": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Income Tax Disclosure [Table]", "label": "Income Tax Disclosure [Table]", "terseLabel": "Income Tax Disclosure [Table]" } } }, "localname": "IncomeTaxDisclosureTable", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "hurn_IncomeTaxExaminationPeriod": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Income Tax Examination Period", "label": "Income Tax Examination Period", "terseLabel": "Income Tax Examination Period" } } }, "localname": "IncomeTaxExaminationPeriod", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "hurn_InnosightHoldingsLLCMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Innosight Holdings, LLC [Member]", "label": "Innosight Holdings, LLC [Member]", "terseLabel": "Innosight Holdings, LLC [Member]" } } }, "localname": "InnosightHoldingsLLCMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsTables" ], "xbrltype": "domainItemType" }, "hurn_InterestExpenseDisclosureTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of components of interest expense recognized during the period related to the convertible senior notes. Components of interest expense include the contractual interest coupon, the amortization of debt issuance costs, and the amortization of the debt discount.", "label": "Interest Expense Disclosure [Table Text Block]", "terseLabel": "Summary of Interest Expense Recognized" } } }, "localname": "InterestExpenseDisclosureTableTextBlock", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsTables" ], "xbrltype": "textBlockItemType" }, "hurn_InterestExpenseRecognizedLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "[Line Items] for Interest Expense Recognized [Table]", "label": "Interest Expense Recognized [Line Items]", "terseLabel": "Interest Expense Recognized [Line Items]" } } }, "localname": "InterestExpenseRecognizedLineItems", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "stringItemType" }, "hurn_InterestExpenseRecognizedTable": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Interest Expense Recognized [Table]", "label": "Interest Expense Recognized [Table]", "terseLabel": "Interest Expense Recognized [Table]" } } }, "localname": "InterestExpenseRecognizedTable", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "stringItemType" }, "hurn_InterestRateSwapFixedInterestRate": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The fixed interest rate we pay to the counterparty of the interest rate swap.", "label": "Interest Rate Swap Fixed Interest Rate", "terseLabel": "Percentage of fixed rate" } } }, "localname": "InterestRateSwapFixedInterestRate", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "hurn_IssuanceCostsAssignedToEquity": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Total issuance costs assigned to the equity component of the convertible senior notes based on the relative fair value of the equity component to the total value of the notes issued.", "label": "Issuance Costs Assigned To Equity", "terseLabel": "Equity issuance costs" } } }, "localname": "IssuanceCostsAssignedToEquity", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_IssuanceOfCommonStockInConnectionWithAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Issuance Of Common Stock In Connection With [Abstract]", "label": "Issuance Of Common Stock In Connection With [Abstract]", "terseLabel": "Issuance of common stock in connection with:" } } }, "localname": "IssuanceOfCommonStockInConnectionWithAbstract", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "hurn_LakeOswegoOregonMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "LakeOswegoOregon [Member]", "label": "LakeOswegoOregon [Member]", "terseLabel": "LakeOswegoOregon [Member]" } } }, "localname": "LakeOswegoOregonMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_LesseeOperatingLeaseLiabilityUndiscountedExcess": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments in excess of discounted obligation for lease payments for operating lease.", "label": "Lessee Operating Lease Liability Undiscounted Excess", "negatedTerseLabel": "Lessee Operating Lease Liability Undiscounted Excess" } } }, "localname": "LesseeOperatingLeaseLiabilityUndiscountedExcess", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "hurn_MedicallyHomeGroupInc.Member": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Medically Home Group Inc. [Member]", "label": "Medically Home Group Inc. [Member]", "terseLabel": "Medically Home Group Inc. [Member]" } } }, "localname": "MedicallyHomeGroupInc.Member", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_MiddletonWisconsinMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Exit of office space in Middleton, Wisconsin", "label": "Middleton, Wisconsin [Member]", "terseLabel": "Middleton, Wisconsin [Member]" } } }, "localname": "MiddletonWisconsinMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_NonCashInvestingFinancingActivitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Non Cash Investing and Financing Activities [Abstract]", "label": "Non Cash InvestingFinancing Activities [Abstract]", "terseLabel": "Non-cash investing and financing activities:" } } }, "localname": "NonCashInvestingFinancingActivitiesAbstract", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "hurn_NoncashOperatingLeaseExpense": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Portion of straight-line operating lease expense allocated to the amortization of the operating lease right of use assets.", "label": "Noncash Operating Lease Expense", "terseLabel": "Noncash Operating Lease Expense" } } }, "localname": "NoncashOperatingLeaseExpense", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "hurn_NonvestedAndUnearnedPerformanceShares": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "As of the balance sheet date, the number of shares included in the non-vested balance that are still in their performance period or whose earned percentage has not yet been determined.", "label": "Nonvested And Unearned Performance Shares", "terseLabel": "Nonvested And Unearned Performance Shares" } } }, "localname": "NonvestedAndUnearnedPerformanceShares", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "hurn_NoteHedgeMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Note Hedge [Member]", "label": "Note Hedge [Member]", "terseLabel": "Note Hedge [Member]" } } }, "localname": "NoteHedgeMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_NumberOfBillingArrangementsForRevenueRecognition": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The number of billing arrangements the Company uses on client engagements. The nature of each arrangement will help determine the appropriate revenue recognition for that engagement.", "label": "Number Of Billing Arrangements For Revenue Recognition", "terseLabel": "Number of billing arrangements for revenue recognition" } } }, "localname": "NumberOfBillingArrangementsForRevenueRecognition", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "integerItemType" }, "hurn_OfficeSpaceReductionsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Office Space Reductions [Member]", "label": "Office Space Reductions [Member]", "terseLabel": "Office Space Reductions [Member]" } } }, "localname": "OfficeSpaceReductionsMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "domainItemType" }, "hurn_OperatingIncomeLossAsPercentOfRevenues": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Segment operating income (loss) as percent of segment revenues.", "label": "Operating Income Loss As Percent Of Revenues", "terseLabel": "Segment operating income as a percentage of segment revenues" } } }, "localname": "OperatingIncomeLossAsPercentOfRevenues", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "percentItemType" }, "hurn_OperatingleaseliabilitycurrentMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Operating lease liability current [Member]", "label": "Operating lease liability current [Member]", "terseLabel": "Operating lease liability current [Member]" } } }, "localname": "OperatingleaseliabilitycurrentMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "hurn_OperatingleaseliabilitynoncurrentMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Operating lease liability noncurrent [Member]", "label": "Operating lease liability noncurrent [Member]", "terseLabel": "Operating lease liability noncurrent [Member]" } } }, "localname": "OperatingleaseliabilitynoncurrentMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "hurn_OperatingleaserightofuseassetMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Operating lease right-of-use asset [Member]", "label": "Operating lease right-of-use asset [Member]", "terseLabel": "Operating lease right-of-use asset [Member]" } } }, "localname": "OperatingleaserightofuseassetMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "hurn_OptionalIncreaseInRevolver": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Optional increase in revolver.", "label": "Optional Increase In Revolver", "terseLabel": "Optional increase In revolver" } } }, "localname": "OptionalIncreaseInRevolver", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentTax": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of tax expense (benefit) related to, after reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature.", "label": "Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Tax", "terseLabel": "Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Tax" } } }, "localname": "OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentTax", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossOtherComprehensiveIncomeLossAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "hurn_PaymentsForNoteHedges": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow associated with the amount paid for convertible senior note hedges.", "label": "Payments For Note Hedges", "terseLabel": "Aggregate amount for convertible hedge" } } }, "localname": "PaymentsForNoteHedges", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_PercentageOfPledgedVotingStockInDomesticSubsidiaries": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The percentage of pledged voting stock or other equity instruments in the domestic subsidiaries to secure the revolver and term loan.", "label": "Percentage Of Pledged Voting Stock In Domestic Subsidiaries", "terseLabel": "Percentage of pledged voting stock in domestic subsidiaries" } } }, "localname": "PercentageOfPledgedVotingStockInDomesticSubsidiaries", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "hurn_PercentageOfPledgedVotingStockInForeignSubsidiaries": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The percentage of pledged voting stock or other equity instruments in the foreign subsidiaries to secure the revolver and term loan.", "label": "Percentage Of Pledged Voting Stock In Foreign Subsidiaries", "terseLabel": "Percentage of pledged voting stock in foreign subsidiaries" } } }, "localname": "PercentageOfPledgedVotingStockInForeignSubsidiaries", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "hurn_PerformanceObligationSatisfiedinPriorPeriodAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Performance Obligation Satisfied in Prior Period [Axis]", "label": "Performance Obligation Satisfied in Prior Period [Axis]", "terseLabel": "Performance Obligation Satisfied in Prior Period [Axis]" } } }, "localname": "PerformanceObligationSatisfiedinPriorPeriodAxis", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "hurn_PerformanceObligationSatisfiedinPriorPeriodDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "[Domain] for Performance Obligation Satisfied in Prior Period [Axis]", "label": "Performance Obligation Satisfied in Prior Period [Domain]", "terseLabel": "Performance Obligation Satisfied in Prior Period [Domain]" } } }, "localname": "PerformanceObligationSatisfiedinPriorPeriodDomain", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "hurn_PerformancebasedMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Performance-based [Member]", "label": "Performance-based [Member]", "terseLabel": "Performance-based [Member]" } } }, "localname": "PerformancebasedMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "hurn_ProFormaAdjustmentsAdditionalExpense": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Pro Forma Adjustments, Additional Expense", "label": "Pro Forma Adjustments, Additional Expense", "terseLabel": "Pro Forma Adjustments, Additional Expense" } } }, "localname": "ProFormaAdjustmentsAdditionalExpense", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_PromissoryNotedue2024Member": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Promissory Note due 2024 [Member]", "label": "Promissory Note due 2024 [Member]", "terseLabel": "Promissory Note due 2024 [Member]" } } }, "localname": "PromissoryNotedue2024Member", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail" ], "xbrltype": "domainItemType" }, "hurn_ReimbursableExpense": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 3.0, "parentTag": "us-gaap_CostOfRevenue", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Reimbursable Expense", "label": "Reimbursable Expense", "terseLabel": "Reimbursable expenses" } } }, "localname": "ReimbursableExpense", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "hurn_ReimbursableRevenues": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_Revenues", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Reimbursable Revenues", "label": "Reimbursable Revenues", "negatedTerseLabel": "Reimbursable expenses", "terseLabel": "Reimbursable Revenues" } } }, "localname": "ReimbursableRevenues", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "hurn_ReleaseofAllowanceMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Release of Allowance [Member]", "label": "Release of Allowance [Member]", "terseLabel": "Release of Allowance [Member]" } } }, "localname": "ReleaseofAllowanceMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "domainItemType" }, "hurn_RepaymentofPrincipalatMaturityDate": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Repayment of Principal at Maturity Date", "label": "Repayment of Principal at Maturity Date", "terseLabel": "Repayment of Principal at Maturity Date" } } }, "localname": "RepaymentofPrincipalatMaturityDate", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_RetirementEligibleProvisionMinimumAge": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Retirement Eligible Provision Minimum Age", "label": "Retirement Eligible Provision Minimum Age", "terseLabel": "Retirement eligible provision, minimum age" } } }, "localname": "RetirementEligibleProvisionMinimumAge", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "hurn_RetirementEligibleProvisionMinimumTermOfService": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Retirement eligible provision minimum term of service.", "label": "Retirement Eligible Provision Minimum Term Of Service", "terseLabel": "Retirement eligible provision, minimum years of service" } } }, "localname": "RetirementEligibleProvisionMinimumTermOfService", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "hurn_SanFranciscoOfficeMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "San Francisco Office [Member]", "label": "San Francisco Office [Member]", "terseLabel": "San Francisco Office [Member]" } } }, "localname": "SanFranciscoOfficeMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_ScheduleOfFairValueOfConsiderationReceivedTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Schedule Of Fair Value Of Consideration Received [Table Text Block]", "label": "Schedule Of Fair Value Of Consideration Received [Table Text Block]", "terseLabel": "Summary of Fair Value of Consideration Transferred" } } }, "localname": "ScheduleOfFairValueOfConsiderationReceivedTableTextBlock", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "hurn_ScheduleOfValuationAndQualifyingAccountsReservesTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A schedule of allowance and reserve accounts including their beginning and ending balances, as well as a reconciliation by type of activity during the period.", "label": "Schedule Of Valuation And Qualifying Accounts Reserves Table [Text Block]", "terseLabel": "Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets" } } }, "localname": "ScheduleOfValuationAndQualifyingAccountsReservesTableTextBlock", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsTables" ], "xbrltype": "textBlockItemType" }, "hurn_ScheduleofSupplementalBalanceSheetInformationforOperatingLeasesTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Schedule of Supplemental Balance Sheet Information for Operating Leases [Table Text Block]", "label": "Schedule of Supplemental Balance Sheet Information for Operating Leases [Table Text Block]", "terseLabel": "Schedule of Supplemental Balance Sheet Information for Operating Leases [Table Text Block]" } } }, "localname": "ScheduleofSupplementalBalanceSheetInformationforOperatingLeasesTableTextBlock", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesTables" ], "xbrltype": "textBlockItemType" }, "hurn_ScheduleofSupplementalOperatingLeaseInformationTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "[Table Text Block] for Schedule of Supplemental Operating Lease Information [Table]", "label": "Schedule of Supplemental Operating Lease Information [Table Text Block]", "terseLabel": "Schedule of Supplemental Operating Lease Information [Table Text Block]" } } }, "localname": "ScheduleofSupplementalOperatingLeaseInformationTableTextBlock", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesTables" ], "xbrltype": "textBlockItemType" }, "hurn_SeniorSecuredCreditFacilityMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Senior Secured Credit Facility [Member]", "label": "Senior Secured Credit Facility [Member]", "terseLabel": "Senior Secured Credit Facility [Member]" } } }, "localname": "SeniorSecuredCreditFacilityMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail" ], "xbrltype": "domainItemType" }, "hurn_ShareBasedCompensationArrangementByShareBasedPaymentAwardExpirationPeriodOne": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The contractual term of stock options, after which the stock options will expire.", "label": "Share Based Compensation Arrangement By Share Based Payment Award Expiration Period One", "terseLabel": "Stock options contractual term" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardExpirationPeriodOne", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "hurn_ShareBasedCompensationArrangementByShareBasedPaymentAwardRestrictedStockGrantedAsAPercentageOfPurchasedShares": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Share-Based Compensation Arrangement By Share-Based Payment Award, Restricted Stock Granted, As A Percentage Of Purchased Shares", "label": "Share-Based Compensation Arrangement By Share-Based Payment Award, Restricted Stock Granted, As A Percentage Of Purchased Shares", "terseLabel": "Restricted stock granted as a percentage of purchased shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardRestrictedStockGrantedAsAPercentageOfPurchasedShares", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "pureItemType" }, "hurn_ShareRepurchaseProgramMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Share Repurchase Program [Member]", "label": "Share Repurchase Program [Member]", "terseLabel": "Share Repurchase Program [Member]" } } }, "localname": "ShareRepurchaseProgramMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_ShareRepurchasesInitiatedbutnotyetSettled": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Share repurchases recognized during the period that have not yet been settled by the bank.", "label": "Share Repurchases Initiated but not yet Settled", "terseLabel": "Share Repurchases Initiated but not yet Settled" } } }, "localname": "ShareRepurchasesInitiatedbutnotyetSettled", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows", "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "hurn_ShorelightHoldingsLlcMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Shorelight Holdings Llc [Member]", "label": "Shorelight Holdings Llc [Member]", "terseLabel": "Shorelight Holdings Llc [Member]" } } }, "localname": "ShorelightHoldingsLlcMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails" ], "xbrltype": "domainItemType" }, "hurn_StockOwnershipParticipationProgramMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Stock Ownership Participation Program [Member]", "label": "Stock Ownership Participation Program [Member]", "terseLabel": "Stock Ownership Participation Program [Member]" } } }, "localname": "StockOwnershipParticipationProgramMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "domainItemType" }, "hurn_StrategyandInnovationMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Strategy and Innovation [Member]", "label": "Strategy and Innovation [Member]", "terseLabel": "Strategy and Innovation [Member]" } } }, "localname": "StrategyandInnovationMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_TwoThousandAndTwelvePlanMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Two Thousand And Twelve Plan [Member]", "label": "Two Thousand And Twelve Plan [Member]", "terseLabel": "Two Thousand And Twelve Plan [Member]" } } }, "localname": "TwoThousandAndTwelvePlanMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "domainItemType" }, "hurn_TwoThousandandFourPlanMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Two Thousand and Four Plan [Member]", "label": "Two Thousand and Four Plan [Member]", "terseLabel": "Two Thousand and Four Plan [Member]" } } }, "localname": "TwoThousandandFourPlanMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "hurn_UnrecognizedIncomeTaxBenefits": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Unrecognized Income Tax Benefits", "label": "Unrecognized Income Tax Benefits", "periodEndLabel": "Unrecognized tax benefits, ending balance", "periodStartLabel": "Unrecognized tax benefits, beginning balance", "terseLabel": "Unrecognized Income Tax Benefits" } } }, "localname": "UnrecognizedIncomeTaxBenefits", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail" ], "xbrltype": "monetaryItemType" }, "hurn_WisconsinOfficeMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Wisconsin Office [Member]", "label": "Wisconsin Office [Member]", "terseLabel": "Wisconsin Office [Member]" } } }, "localname": "WisconsinOfficeMember", "nsuri": "http://www.huronconsultinggroup.com/20191231", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "srt_AircraftTypeMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Vehicle designed for flight.", "label": "Aircraft [Domain]", "terseLabel": "Aircraft [Domain]" } } }, "localname": "AircraftTypeMember", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_ConsolidationItemsAxis": { "auth_ref": [ "r186", "r195" ], "lang": { "en-US": { "role": { "documentation": "Information by components, eliminations, non-segment corporate-level activity and reconciling items used in consolidating a parent entity and its subsidiaries or its operating segments.", "label": "Consolidation Items [Axis]", "terseLabel": "Consolidation Items [Axis]" } } }, "localname": "ConsolidationItemsAxis", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "stringItemType" }, "srt_ConsolidationItemsDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Components, elimination, non-segment corporate-level activity and reconciling items used in consolidating a parent entity and its subsidiaries or its operating segments.", "label": "Consolidation Items [Domain]", "terseLabel": "Consolidation Items [Domain]" } } }, "localname": "ConsolidationItemsDomain", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "domainItemType" }, "srt_ExecutiveOfficerMember": { "auth_ref": [ "r198" ], "lang": { "en-US": { "role": { "documentation": "Person with designation of executive officer.", "label": "Executive Officer [Member]", "terseLabel": "Executive Officer [Member]" } } }, "localname": "ExecutiveOfficerMember", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "srt_MaximumMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Upper limit of the provided range.", "label": "Maximum [Member]", "terseLabel": "Maximum [Member]" } } }, "localname": "MaximumMember", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_MinimumMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Lower limit of the provided range.", "label": "Minimum [Member]", "terseLabel": "Minimum [Member]" } } }, "localname": "MinimumMember", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_RangeAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Statistical Measurement [Axis]", "terseLabel": "Statistical Measurement [Axis]" } } }, "localname": "RangeAxis", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "srt_RangeMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Statistical measurement. Includes, but is not limited to, minimum, maximum, weighted average, arithmetic average, and median.", "label": "Statistical Measurement [Domain]", "terseLabel": "Statistical Measurement [Domain]" } } }, "localname": "RangeMember", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "srt_ScenarioForecastMember": { "auth_ref": [ "r584" ], "lang": { "en-US": { "role": { "documentation": "Information reported for future period.", "label": "Forecast [Member]", "terseLabel": "Forecast [Member]" } } }, "localname": "ScenarioForecastMember", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail" ], "xbrltype": "domainItemType" }, "srt_ScenarioUnspecifiedDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Scenario [Domain]", "terseLabel": "Scenario [Domain]" } } }, "localname": "ScenarioUnspecifiedDomain", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "srt_ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock": { "auth_ref": [ "r150", "r585" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Schedule of Valuation and Qualifying Accounts Disclosure [Text Block]", "terseLabel": "Valuation and Qualifying Accounts" } } }, "localname": "ScheduleOfValuationAndQualifyingAccountsDisclosureTextBlock", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccounts" ], "xbrltype": "textBlockItemType" }, "srt_StatementScenarioAxis": { "auth_ref": [ "r275", "r527" ], "lang": { "en-US": { "role": { "documentation": "Information by scenario reported, distinguishing information from actual fact. Includes, but is not limited to, pro forma and forecast. Excludes actual facts.", "label": "Scenario [Axis]", "terseLabel": "Scenario [Axis]" } } }, "localname": "StatementScenarioAxis", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "stringItemType" }, "srt_TitleOfIndividualAxis": { "auth_ref": [ "r198", "r523" ], "lang": { "en-US": { "role": { "documentation": "Information by title of individual or nature of relationship to individual or group of individuals.", "label": "Title of Individual [Axis]", "terseLabel": "Title of Individual [Axis]" } } }, "localname": "TitleOfIndividualAxis", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "srt_TitleOfIndividualWithRelationshipToEntityDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Title of individual, or nature of relationship to individual or group of individuals.", "label": "Title of Individual [Domain]", "terseLabel": "Title of Individual [Domain]" } } }, "localname": "TitleOfIndividualWithRelationshipToEntityDomain", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "srt_ValuationAndQualifyingAccountsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]" } } }, "localname": "ValuationAndQualifyingAccountsAbstract", "nsuri": "http://fasb.org/srt/2019-01-31", "xbrltype": "stringItemType" }, "srt_ValuationAndQualifyingAccountsDisclosureLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]", "terseLabel": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]" } } }, "localname": "ValuationAndQualifyingAccountsDisclosureLineItems", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "stringItemType" }, "srt_ValuationAndQualifyingAccountsDisclosureTable": { "auth_ref": [ "r150", "r585" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table]", "terseLabel": "SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Table]" } } }, "localname": "ValuationAndQualifyingAccountsDisclosureTable", "nsuri": "http://fasb.org/srt/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_AcceleratedShareRepurchasesLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Accelerated Share Repurchases [Line Items]", "terseLabel": "Accelerated Share Repurchases [Line Items]" } } }, "localname": "AcceleratedShareRepurchasesLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_AcceleratedShareRepurchasesTable": { "auth_ref": [ "r294" ], "lang": { "en-US": { "role": { "documentation": "A table reflecting activity in an accelerated share repurchase (ASR) program.", "label": "Accelerated Share Repurchases [Table]", "terseLabel": "Accelerated Share Repurchases [Table]" } } }, "localname": "AcceleratedShareRepurchasesTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_AccountingPoliciesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Accounting Policies [Abstract]" } } }, "localname": "AccountingPoliciesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_AccountingStandardsUpdate201409Member": { "auth_ref": [ "r310" ], "lang": { "en-US": { "role": { "documentation": "Accounting Standards Update 2014-09 Revenue from Contracts with Customers (Topic 606).", "label": "Accounting Standards Update 2014-09 [Member]", "terseLabel": "Accounting Standards Update 2014-09 [Member]" } } }, "localname": "AccountingStandardsUpdate201409Member", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdate201602Member": { "auth_ref": [ "r501" ], "lang": { "en-US": { "role": { "documentation": "Accounting Standards Update 2016-02 Leases (Topic 842).", "label": "Accounting Standards Update 2016-02 [Member]", "terseLabel": "Accounting Standards Update 2016-02 [Member]" } } }, "localname": "AccountingStandardsUpdate201602Member", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdate201609Member": { "auth_ref": [ "r348", "r349", "r350", "r351", "r352", "r353", "r354", "r355", "r356", "r357" ], "lang": { "en-US": { "role": { "documentation": "Accounting Standards Update 2016-09 Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting.", "label": "Accounting Standards Update 2016-09 [Member]", "terseLabel": "Accounting Standards Update 2016-09 [Member]" } } }, "localname": "AccountingStandardsUpdate201609Member", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AccountingStandardsUpdate201802Member": { "auth_ref": [ "r89" ], "lang": { "en-US": { "role": { "documentation": "Accounting Standards Update 2018-02 Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income.", "label": "Accounting Standards Update 2018-02 [Member]", "terseLabel": "Accounting Standards Update 2018-02 [Member]" } } }, "localname": "AccountingStandardsUpdate201802Member", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AccountsPayableCurrent": { "auth_ref": [ "r55" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Carrying value as of the balance sheet date of liabilities incurred (and for which invoices have typically been received) and payable to vendors for goods and services received that are used in an entity's business. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accounts Payable, Current", "terseLabel": "Accounts payable" } } }, "localname": "AccountsPayableCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccountsReceivableNetCurrent": { "auth_ref": [ "r24", "r39", "r199", "r200", "r305" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration from customer for product sold and service rendered in normal course of business, classified as current.", "label": "Accounts Receivable, after Allowance for Credit Loss, Current", "terseLabel": "Receivables from clients, net" } } }, "localname": "AccountsReceivableNetCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedLiabilitiesCurrent": { "auth_ref": [ "r58" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Carrying value as of the balance sheet date of obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered. Examples include taxes, interest, rent and utilities. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Accrued Liabilities, Current", "terseLabel": "Accrued expenses and other current liabilities" } } }, "localname": "AccruedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccruedLiabilitiesMember": { "auth_ref": [ "r58" ], "lang": { "en-US": { "role": { "documentation": "This item represents obligations incurred and payable, pertaining to costs that are statutory in nature, are incurred on contractual obligations, or accumulate over time and for which invoices have not yet been received or will not be rendered.", "label": "Accrued Liabilities [Member]", "terseLabel": "Accrued Liabilities [Member]" } } }, "localname": "AccruedLiabilitiesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment": { "auth_ref": [ "r52", "r250" ], "calculation": { "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail": { "order": 2.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of accumulated depreciation, depletion and amortization for physical assets used in the normal conduct of business to produce goods and services.", "label": "Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment", "negatedLabel": "Accumulated depreciation and amortization" } } }, "localname": "AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossAvailableForSaleSecuritiesAdjustmentNetOfTax": { "auth_ref": [ "r77" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount, after tax, of accumulated unrealized gain (loss) on investment in debt security measured at fair value with change in fair value recognized in other comprehensive income (available-for-sale).", "label": "AOCI, Debt Securities, Available-for-sale, Adjustment, after Tax", "periodEndLabel": "Unrealized loss on investment, ending balance", "periodStartLabel": "Unrealized loss on investment, beginning balance" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossAvailableForSaleSecuritiesAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossCumulativeChangesInNetGainLossFromCashFlowHedgesEffectNetOfTax": { "auth_ref": [ "r71", "r75", "r77" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Accumulated change, net of tax, in accumulated gains and losses from derivative instruments designated and qualifying as the effective portion of cash flow hedges. Includes an entity's share of an equity investee's Increase or Decrease in deferred hedging gains or losses.", "label": "Accumulated Other Comprehensive Income (Loss), Cumulative Changes in Net Gain (Loss) from Cash Flow Hedges, Effect Net of Tax", "periodEndLabel": "Unrealized gain (loss) on cash flow hedges, ending balance", "periodStartLabel": "Unrealized gain (loss) on cash flow hedges, beginning balance" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossCumulativeChangesInNetGainLossFromCashFlowHedgesEffectNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossForeignCurrencyTranslationAdjustmentNetOfTax": { "auth_ref": [ "r70", "r75", "r77", "r78", "r485", "r490", "r492" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Accumulated adjustment, net of tax, that results from the process of translating subsidiary financial statements and foreign equity investments into the reporting currency from the functional currency of the reporting entity, net of reclassification of realized foreign currency translation gains or losses.", "label": "Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax", "periodEndLabel": "Foreign currency translation adjustments, ending balance", "periodStartLabel": "Foreign currency translation adjustments, beginning balance" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossForeignCurrencyTranslationAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTax": { "auth_ref": [ "r75", "r77", "r78" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Accumulated change in equity from transactions and other events and circumstances from non-owner sources, net of tax effect, at period end. Excludes Net Income (Loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners. Includes foreign currency translation items, certain pension adjustments, unrealized gains and losses on certain investments in debt and equity securities, other than temporary impairment (OTTI) losses related to factors other than credit losses on available-for-sale and held-to-maturity debt securities that an entity does not intend to sell and it is not more likely than not that the entity will be required to sell before recovery of the amortized cost basis, as well as changes in the fair value of derivatives related to the effective portion of a designated cash flow hedge.", "label": "Accumulated Other Comprehensive Income (Loss), Net of Tax", "terseLabel": "Accumulated other comprehensive income" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeLossNetOfTaxAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]" } } }, "localname": "AccumulatedOtherComprehensiveIncomeLossNetOfTaxAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_AccumulatedOtherComprehensiveIncomeMember": { "auth_ref": [ "r74", "r78", "r81", "r442" ], "lang": { "en-US": { "role": { "documentation": "Accumulated increase (decrease) in equity from transactions and other events and circumstances from non-owner sources, attributable to the parent. Excludes net income (loss), and accumulated changes in equity from transactions resulting from investments by owners and distributions to owners.", "label": "AOCI Attributable to Parent [Member]", "terseLabel": "Accumulated Other Comprehensive Income (Loss) [Member]" } } }, "localname": "AccumulatedOtherComprehensiveIncomeMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AcquiredFiniteLivedIntangibleAssetsLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Acquired Finite-Lived Intangible Assets [Line Items]", "terseLabel": "Acquired Finite-Lived Intangible Assets [Line Items]" } } }, "localname": "AcquiredFiniteLivedIntangibleAssetsLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsTables" ], "xbrltype": "stringItemType" }, "us-gaap_AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife": { "auth_ref": [ "r234" ], "lang": { "en-US": { "role": { "documentation": "Weighted average amortization period of finite-lived intangible assets acquired either individually or as part of a group of assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Acquired Finite-lived Intangible Assets, Weighted Average Useful Life", "terseLabel": "Weighted-average amortization period" } } }, "localname": "AcquiredFiniteLivedIntangibleAssetsWeightedAverageUsefulLife", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "us-gaap_AdditionalPaidInCapitalCommonStock": { "auth_ref": [ "r40" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Value received from shareholders in common stock-related transactions that are in excess of par value or stated value and amounts received from other stock-related transactions. Includes only common stock transactions (excludes preferred stock transactions). May be called contributed capital, capital in excess of par, capital surplus, or paid-in capital.", "label": "Additional Paid in Capital, Common Stock", "terseLabel": "Additional paid-in capital" } } }, "localname": "AdditionalPaidInCapitalCommonStock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdditionalPaidInCapitalMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Excess of issue price over par or stated value of the entity's capital stock and amounts received from other transactions involving the entity's stock or stockholders.", "label": "Additional Paid-in Capital [Member]", "terseLabel": "Additional Paid-in Capital [Member]" } } }, "localname": "AdditionalPaidInCapitalMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_AdjustmentsForChangeInAccountingPrincipleAxis": { "auth_ref": [ "r152" ], "lang": { "en-US": { "role": { "documentation": "Information by type of change in accounting principle. Does not include error corrections.", "label": "Adjustments for Change in Accounting Principle [Axis]", "terseLabel": "Adjustments for Change in Accounting Principle [Axis]" } } }, "localname": "AdjustmentsForChangeInAccountingPrincipleAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AdjustmentsForErrorCorrectionDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Represents the types error corrections made to the financial statements.", "label": "Adjustments for Error Correction [Domain]", "terseLabel": "Adjustments for Error Correction [Domain]" } } }, "localname": "AdjustmentsForErrorCorrectionDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_AdjustmentsForNewAccountingPronouncementsAxis": { "auth_ref": [ "r152" ], "lang": { "en-US": { "role": { "documentation": "Information by new accounting pronouncement.", "label": "Adjustments for New Accounting Pronouncements [Axis]", "terseLabel": "Adjustments for New Accounting Pronouncements [Axis]" } } }, "localname": "AdjustmentsForNewAccountingPronouncementsAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of decrease to equity for grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Share-based Payment Arrangement, Decrease for Tax Withholding Obligation", "negatedTerseLabel": "Shares redeemed for employee tax withholdings" } } }, "localname": "AdjustmentsRelatedToTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalOther": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of other increase (decrease) in additional paid in capital (APIC).", "label": "Adjustments to Additional Paid in Capital, Other", "terseLabel": "Adjustments to Additional Paid in Capital, Other" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalOther", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue": { "auth_ref": [ "r320", "r322", "r359", "r360" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of increase to additional paid-in capital (APIC) for recognition of cost for award under share-based payment arrangement.", "label": "APIC, Share-based Payment Arrangement, Increase for Cost Recognition", "terseLabel": "Share-based compensation" } } }, "localname": "AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Adjustments to Reconcile Net Income (Loss) to Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "Adjustments to reconcile net income (loss) to net cash provided by operating activities:" } } }, "localname": "AdjustmentsToReconcileNetIncomeLossToCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_AdvertisingCostsPolicyTextBlock": { "auth_ref": [ "r362" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for advertising cost.", "label": "Advertising Cost [Policy Text Block]", "terseLabel": "Sponsorship and Advertising Costs" } } }, "localname": "AdvertisingCostsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_AllocatedShareBasedCompensationExpense": { "auth_ref": [ "r322", "r344", "r358" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of expense for award under share-based payment arrangement. Excludes amount capitalized.", "label": "Share-based Payment Arrangement, Expense", "terseLabel": "Share-based compensation expense" } } }, "localname": "AllocatedShareBasedCompensationExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AllowanceForCreditLossMember": { "auth_ref": [ "r149" ], "lang": { "en-US": { "role": { "documentation": "Allowance for credit loss from right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time.", "label": "SEC Schedule, 12-09, Allowance, Credit Loss [Member]", "terseLabel": "Allowances for doubtful accounts and unbilled services [Member]" } } }, "localname": "AllowanceForCreditLossMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_AmortizationOfDebtDiscountPremium": { "auth_ref": [ "r105", "r128", "r493" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail": { "order": 3.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of noncash expense included in interest expense to amortize debt discount and premium associated with the related debt instruments. Excludes amortization of financing costs. Alternate captions include noncash interest expense.", "label": "Amortization of Debt Discount (Premium)", "terseLabel": "Amortization of debt discount" } } }, "localname": "AmortizationOfDebtDiscountPremium", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfFinancingCosts": { "auth_ref": [ "r97", "r128", "r495" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail": { "order": 2.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense attributable to debt issuance costs.", "label": "Amortization of Debt Issuance Costs", "terseLabel": "Amortization of debt issuance costs" } } }, "localname": "AmortizationOfFinancingCosts", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfFinancingCostsAndDiscounts": { "auth_ref": [ "r128", "r495" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense attributable to debt discount (premium) and debt issuance costs.", "label": "Amortization of Debt Issuance Costs and Discounts", "terseLabel": "Amortization of debt discount and issuance costs" } } }, "localname": "AmortizationOfFinancingCostsAndDiscounts", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_AmortizationOfIntangibleAssets": { "auth_ref": [ "r128", "r232", "r240" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The aggregate expense charged against earnings to allocate the cost of intangible assets (nonphysical assets not used in production) in a systematic and rational manner to the periods expected to benefit from such assets. As a noncash expense, this element is added back to net income when calculating cash provided by or used in operations using the indirect method.", "label": "Amortization of Intangible Assets", "terseLabel": "Amortization of Intangible Assets" } } }, "localname": "AmortizationOfIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount": { "auth_ref": [ "r164" ], "lang": { "en-US": { "role": { "documentation": "Securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) or earnings per unit (EPU) in the future that were not included in the computation of diluted EPS or EPU because to do so would increase EPS or EPU amounts or decrease loss per share or unit amounts for the period presented.", "label": "Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount", "terseLabel": "Total anti-dilutive securities" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis": { "auth_ref": [ "r164" ], "lang": { "en-US": { "role": { "documentation": "Information by type of antidilutive security.", "label": "Antidilutive Securities [Axis]", "terseLabel": "Antidilutive Securities [Axis]" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareByAntidilutiveSecuritiesAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]", "terseLabel": "Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]" } } }, "localname": "AntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_AntidilutiveSecuritiesNameDomain": { "auth_ref": [ "r164" ], "lang": { "en-US": { "role": { "documentation": "Incremental common shares attributable to securities that were not included in diluted earnings per share (EPS) because to do so would increase EPS amounts or decrease loss per share amounts for the period presented.", "label": "Antidilutive Securities, Name [Domain]", "terseLabel": "Antidilutive Securities, Name [Domain]" } } }, "localname": "AntidilutiveSecuritiesNameDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_AssetUnderConstructionMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Asset in process of being built.", "label": "Asset under Construction [Member]", "terseLabel": "Assets under Construction [Member]" } } }, "localname": "AssetUnderConstructionMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail" ], "xbrltype": "domainItemType" }, "us-gaap_Assets": { "auth_ref": [ "r189", "r546", "r561" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are recognized. Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets", "terseLabel": "Total assets", "totalLabel": "Total assets" } } }, "localname": "Assets", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Assets [Abstract]", "terseLabel": "Assets" } } }, "localname": "AssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsCurrent": { "auth_ref": [ "r25", "r26", "r69" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 7.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Sum of the carrying amounts as of the balance sheet date of all assets that are expected to be realized in cash, sold, or consumed within one year (or the normal operating cycle, if longer). Assets are probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets, Current", "totalLabel": "Total current assets" } } }, "localname": "AssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsCurrentAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Assets, Current [Abstract]", "terseLabel": "Current assets:" } } }, "localname": "AssetsCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_AssetsFairValueDisclosure": { "auth_ref": [ "r474" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Fair value portion of probable future economic benefits obtained or controlled by an entity as a result of past transactions or events.", "label": "Assets, Fair Value Disclosure", "terseLabel": "Assets, Fair Value Disclosure" } } }, "localname": "AssetsFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_AssetsFairValueDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Assets, Fair Value Disclosure [Abstract]", "terseLabel": "Assets, Fair Value Disclosure [Abstract]" } } }, "localname": "AssetsFairValueDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "stringItemType" }, "us-gaap_AwardTypeAxis": { "auth_ref": [ "r323", "r346" ], "lang": { "en-US": { "role": { "documentation": "Information by type of award under share-based payment arrangement.", "label": "Award Type [Axis]", "terseLabel": "Award Type [Axis]" } } }, "localname": "AwardTypeAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "stringItemType" }, "us-gaap_BalanceSheetLocationAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by location on balance sheet (statement of financial position).", "label": "Balance Sheet Location [Axis]", "terseLabel": "Balance Sheet Location [Axis]" } } }, "localname": "BalanceSheetLocationAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BalanceSheetLocationDomain": { "auth_ref": [ "r454", "r458" ], "lang": { "en-US": { "role": { "documentation": "Location in the balance sheet (statement of financial position).", "label": "Balance Sheet Location [Domain]", "terseLabel": "Balance Sheet Location [Domain]" } } }, "localname": "BalanceSheetLocationDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "us-gaap_BaseRateMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Minimum rate investor will accept.", "label": "Base Rate [Member]", "terseLabel": "Base Rate [Member]" } } }, "localname": "BaseRateMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAcquireeDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Identification of the acquiree in a material business combination (or series of individually immaterial business combinations), which may include the name or other type of identification of the acquiree.", "label": "Business Acquisition, Acquiree [Domain]", "terseLabel": "Business Acquisition, Acquiree [Domain]" } } }, "localname": "BusinessAcquisitionAcquireeDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsTables", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_BusinessAcquisitionAxis": { "auth_ref": [ "r413", "r414" ], "lang": { "en-US": { "role": { "documentation": "Information by business combination or series of individually immaterial business combinations.", "label": "Business Acquisition [Axis]", "terseLabel": "Business Acquisition [Axis]" } } }, "localname": "BusinessAcquisitionAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsTables", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionEffectiveDateOfAcquisition1": { "auth_ref": [ "r405", "r406", "r407" ], "lang": { "en-US": { "role": { "documentation": "Date when the acquirer obtains control of the acquiree, in CCYY-MM-DD format.", "label": "Business Acquisition, Effective Date of Acquisition", "terseLabel": "Effective date of acquisition" } } }, "localname": "BusinessAcquisitionEffectiveDateOfAcquisition1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "dateItemType" }, "us-gaap_BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued": { "auth_ref": [ "r431" ], "lang": { "en-US": { "role": { "documentation": "Number of shares of equity interests issued or issuable to acquire entity.", "label": "Business Acquisition, Equity Interest Issued or Issuable, Number of Shares", "terseLabel": "Common stock issued" } } }, "localname": "BusinessAcquisitionEquityInterestsIssuedOrIssuableNumberOfSharesIssued", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_BusinessAcquisitionLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Business Acquisition [Line Items]", "terseLabel": "Business Acquisition [Line Items]" } } }, "localname": "BusinessAcquisitionLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessAcquisitionPercentageOfVotingInterestsAcquired": { "auth_ref": [ "r408" ], "lang": { "en-US": { "role": { "documentation": "Percentage of voting equity interests acquired at the acquisition date in the business combination.", "label": "Business Acquisition, Percentage of Voting Interests Acquired", "terseLabel": "Outstanding stock from the existing shareholders" } } }, "localname": "BusinessAcquisitionPercentageOfVotingInterestsAcquired", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "us-gaap_BusinessAcquisitionProFormaEarningsPerShareBasic": { "auth_ref": [ "r411", "r412" ], "lang": { "en-US": { "role": { "documentation": "The pro forma basic net income per share for a period as if the business combination or combinations had been completed at the beginning of a period.", "label": "Business Acquisition, Pro Forma Earnings Per Share, Basic", "terseLabel": "Business acquisition, pro forma earnings per share, basic (in USD per share)" } } }, "localname": "BusinessAcquisitionProFormaEarningsPerShareBasic", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_BusinessAcquisitionProFormaEarningsPerShareDiluted": { "auth_ref": [ "r411", "r412" ], "lang": { "en-US": { "role": { "documentation": "The pro forma diluted net income per share for a period as if the business combination or combinations had been completed at the beginning of a period.", "label": "Business Acquisition, Pro Forma Earnings Per Share, Diluted", "terseLabel": "Business acquisition, pro forma earnings per share, diluted (in USD per share)" } } }, "localname": "BusinessAcquisitionProFormaEarningsPerShareDiluted", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails" ], "xbrltype": "perShareItemType" }, "us-gaap_BusinessAcquisitionProFormaInformationTextBlock": { "auth_ref": [ "r411", "r412" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of pro forma results of operations for a material business acquisition or series of individually immaterial business acquisitions that are material in the aggregate.", "label": "Business Acquisition, Pro Forma Information [Table Text Block]", "terseLabel": "Summary of Supplemental Pro Forma Consolidated Results of Operations" } } }, "localname": "BusinessAcquisitionProFormaInformationTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessAcquisitionPurchasePriceAllocationGoodwillExpectedTaxDeductibleAmount": { "auth_ref": [ "r434" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The amount of goodwill arising from a business combination that is expected to be deductible for tax purposes.", "label": "Business Acquisition, Goodwill, Expected Tax Deductible Amount", "terseLabel": "Goodwill expected to be deductible for income tax purpose" } } }, "localname": "BusinessAcquisitionPurchasePriceAllocationGoodwillExpectedTaxDeductibleAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessAcquisitionsProFormaNetIncomeLoss": { "auth_ref": [ "r411", "r412" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The pro forma net Income or Loss for the period as if the business combination or combinations had been completed at the beginning of a period.", "label": "Business Acquisition, Pro Forma Net Income (Loss)", "terseLabel": "Business acquisition, pro forma net income (loss)" } } }, "localname": "BusinessAcquisitionsProFormaNetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessAcquisitionsProFormaRevenue": { "auth_ref": [ "r411", "r412" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The pro forma revenue for a period as if the business combination or combinations had been completed at the beginning of the period.", "label": "Business Acquisition, Pro Forma Revenue", "terseLabel": "Business acquisition, pro forma revenue" } } }, "localname": "BusinessAcquisitionsProFormaRevenue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferred1": { "auth_ref": [ "r424", "r425", "r428" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of consideration transferred, consisting of acquisition-date fair value of assets transferred by the acquirer, liabilities incurred by the acquirer, and equity interest issued by the acquirer.", "label": "Business Combination, Consideration Transferred", "terseLabel": "Acquisition date fair value of the consideration" } } }, "localname": "BusinessCombinationConsiderationTransferred1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable": { "auth_ref": [ "r424", "r425" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of equity interests of the acquirer, including instruments or interests issued or issuable in consideration for the business combination.", "label": "Business Combination, Consideration Transferred, Equity Interests Issued and Issuable", "terseLabel": "Acquisition date fair value" } } }, "localname": "BusinessCombinationConsiderationTransferredEquityInterestsIssuedAndIssuable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationConsiderationTransferredLiabilitiesIncurred": { "auth_ref": [ "r422", "r424", "r425", "r430" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of liabilities incurred by the acquirer as part of consideration transferred in a business combination.", "label": "Business Combination, Consideration Transferred, Liabilities Incurred", "terseLabel": "Borrowings under credit facility" } } }, "localname": "BusinessCombinationConsiderationTransferredLiabilitiesIncurred", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1": { "auth_ref": [ "r127", "r435" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 10.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) in the value of a contingent consideration liability, including, but not limited to, differences arising upon settlement.", "label": "Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability", "negatedLabel": "Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability" } } }, "localname": "BusinessCombinationContingentConsiderationArrangementsChangeInAmountOfContingentConsiderationLiability1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh": { "auth_ref": [ "r433" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "For contingent consideration arrangements recognized in connection with a business combination, this element represents an estimate of the high-end of the potential range (undiscounted) of the consideration which may be paid.", "label": "Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High", "terseLabel": "Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High" } } }, "localname": "BusinessCombinationContingentConsiderationArrangementsRangeOfOutcomesValueHigh", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationLiability": { "auth_ref": [ "r423", "r426", "r432" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of liability recognized arising from contingent consideration in a business combination.", "label": "Business Combination, Contingent Consideration, Liability", "terseLabel": "Contingent consideration related to business acquisitions" } } }, "localname": "BusinessCombinationContingentConsiderationLiability", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationLiabilityCurrent": { "auth_ref": [ "r423", "r427" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of liability recognized arising from contingent consideration in a business combination, expected to be settled within one year or the normal operating cycle, if longer.", "label": "Business Combination, Contingent Consideration, Liability, Current", "terseLabel": "Business Combination, Contingent Consideration, Liability, Current" } } }, "localname": "BusinessCombinationContingentConsiderationLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationContingentConsiderationLiabilityNoncurrent": { "auth_ref": [ "r423", "r427" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of liability recognized arising from contingent consideration in a business combination, expected to be settled beyond one year or the normal operating cycle, if longer.", "label": "Business Combination, Contingent Consideration, Liability, Noncurrent", "terseLabel": "Business Combination, Contingent Consideration, Liability, Noncurrent" } } }, "localname": "BusinessCombinationContingentConsiderationLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationDisclosureTextBlock": { "auth_ref": [ "r436" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).", "label": "Business Combination Disclosure [Text Block]", "terseLabel": "Acquisitions" } } }, "localname": "BusinessCombinationDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/Acquisitions" ], "xbrltype": "textBlockItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssetsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]", "terseLabel": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Assets [Abstract]" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedAssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsPrepaidExpenseAndOtherAssets": { "auth_ref": [ "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 3.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer, acquired at the acquisition date.", "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets", "terseLabel": "Prepaid expenses and other current assets" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsPrepaidExpenseAndOtherAssets", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsReceivables": { "auth_ref": [ "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 1.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount due from customers or clients for goods or services, including trade receivables, that have been delivered or sold in the normal course of business, and amounts due from others, including related parties expected to be converted to cash, sold or exchanged within one year or the normal operating cycle, if longer, acquired at the acquisition date.", "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables", "terseLabel": "Accounts receivable" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentAssetsReceivables", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccountsPayable": { "auth_ref": [ "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 6.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of liabilities incurred for goods and services received that are used in an entity's business and related party payables, assumed at the acquisition date.", "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Accounts Payable", "terseLabel": "Accounts payable" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesAccountsPayable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesDeferredRevenue": { "auth_ref": [ "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 9.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred revenue expected to be recognized as such within one year or the normal operating cycle, if longer, assumed at the acquisition date.", "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Liabilities, Deferred Revenue", "terseLabel": "Deferred revenues" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedCurrentLiabilitiesDeferredRevenue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedIntangibleAssetsOtherThanGoodwill": { "auth_ref": [ "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 5.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of intangible assets, excluding goodwill, acquired at the acquisition date.", "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill", "terseLabel": "Intangible assets" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedIntangibleAssetsOtherThanGoodwill", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]", "terseLabel": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities [Abstract]" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedLiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet": { "auth_ref": [ "r415", "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 1.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount recognized as of the acquisition date for the identifiable assets acquired in excess of (less than) the aggregate liabilities assumed.", "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net", "totalLabel": "Total identifiable net assets" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedPropertyPlantAndEquipment": { "auth_ref": [ "r415", "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 4.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The amount of property, plant, and equipment recognized as of the acquisition date.", "label": "Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment", "terseLabel": "Property and equipment" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet": { "auth_ref": [ "r416" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount recognized for assets, including goodwill, in excess of (less than) the aggregate liabilities assumed.", "label": "Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net", "totalLabel": "Total purchase price" } } }, "localname": "BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationSeparatelyRecognizedTransactionsAdditionalDisclosuresAcquisitionCostExpensed": { "auth_ref": [ "r410" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "For transactions that are recognized separately from the acquisition of assets and assumptions of liabilities in the business combination, such as related to pre-existing relationships with the acquiree, this element represents the disclosure of the amount of acquisition related costs which have been expensed.", "label": "Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed", "terseLabel": "Expenses incurred" } } }, "localname": "BusinessCombinationSeparatelyRecognizedTransactionsAdditionalDisclosuresAcquisitionCostExpensed", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_BusinessCombinationSeparatelyRecognizedTransactionsLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Business Combination, Separately Recognized Transactions [Line Items]", "terseLabel": "Business Combination, Separately Recognized Transactions [Line Items]" } } }, "localname": "BusinessCombinationSeparatelyRecognizedTransactionsLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationSeparatelyRecognizedTransactionsTable": { "auth_ref": [ "r409" ], "lang": { "en-US": { "role": { "documentation": "Schedule detailing the disclosures related to transactions that are recognized separately from the acquisition of assets and assumptions of liabilities in the business combination by type of transaction.", "label": "Business Combination, Separately Recognized Transactions [Table]", "terseLabel": "Business Combination, Separately Recognized Transactions [Table]" } } }, "localname": "BusinessCombinationSeparatelyRecognizedTransactionsTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails" ], "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Business Combinations [Abstract]" } } }, "localname": "BusinessCombinationsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_BusinessCombinationsPolicy": { "auth_ref": [ "r136", "r404" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for completed business combinations (purchase method, acquisition method or combination of entities under common control). This accounting policy may include a general discussion of the purchase method or acquisition method of accounting (including for example, the treatment accorded contingent consideration, the identification of assets and liabilities, the purchase price allocation process, how the fair values of acquired assets and liabilities are determined) and the entity's specific application thereof. An entity that acquires another entity in a leveraged buyout transaction generally discloses the accounting policy followed by the acquiring entity in determining the basis used to value its interest in the acquired entity, and the rationale for that accounting policy.", "label": "Business Combinations Policy [Policy Text Block]", "terseLabel": "Business Combinations" } } }, "localname": "BusinessCombinationsPolicy", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CapitalExpendituresIncurredButNotYetPaid": { "auth_ref": [ "r133", "r134", "r135" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Future cash outflow to pay for purchases of fixed assets that have occurred.", "label": "Capital Expenditures Incurred but Not yet Paid", "terseLabel": "Property and equipment expenditures and capitalized software included in accounts payable and accrued expenses" } } }, "localname": "CapitalExpendituresIncurredButNotYetPaid", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareAccumulatedAmortization": { "auth_ref": [ "r576" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "For each balance sheet presented, the amount of accumulated amortization for capitalized computer software costs.", "label": "Capitalized Computer Software, Accumulated Amortization", "terseLabel": "Capitalized Computer Software, Accumulated Amortization" } } }, "localname": "CapitalizedComputerSoftwareAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareAmortization1": { "auth_ref": [ "r575", "r577" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of expense for amortization of capitalized computer software costs.", "label": "Capitalized Computer Software, Amortization", "terseLabel": "Amortized capitalized software development costs" } } }, "localname": "CapitalizedComputerSoftwareAmortization1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedComputerSoftwareGross": { "auth_ref": [ "r576" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before accumulated amortization of capitalized costs for computer software, including but not limited to, acquired and internally developed computer software.", "label": "Capitalized Computer Software, Gross", "terseLabel": "Capitalized Computer Software, Gross" } } }, "localname": "CapitalizedComputerSoftwareGross", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostAmortization": { "auth_ref": [ "r218" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense for asset recognized from cost incurred to obtain or fulfill contract with customer.", "label": "Capitalized Contract Cost, Amortization", "terseLabel": "Capitalized Contract Cost, Amortization" } } }, "localname": "CapitalizedContractCostAmortization", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CapitalizedContractCostNet": { "auth_ref": [ "r217" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, after accumulated amortization and accumulated impairment loss, of asset recognized from cost incurred to obtain or fulfill contract with customer.", "label": "Capitalized Contract Cost, Net", "terseLabel": "Capitalized Contract Cost, Net" } } }, "localname": "CapitalizedContractCostNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsAtCarryingValue": { "auth_ref": [ "r23", "r48", "r130" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Excludes cash and cash equivalents within disposal group and discontinued operation.", "label": "Cash and Cash Equivalents, at Carrying Value", "periodEndLabel": "Cash and cash equivalents at end of the period", "periodStartLabel": "Cash and cash equivalents at beginning of the period", "terseLabel": "Cash and cash equivalents" } } }, "localname": "CashAndCashEquivalentsAtCarryingValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Cash and Cash Equivalents [Line Items]", "terseLabel": "Cash and Cash Equivalents [Line Items]" } } }, "localname": "CashAndCashEquivalentsLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) in cash and cash equivalents. Cash and cash equivalents are the amount of currency on hand as well as demand deposits with banks or financial institutions. Includes other kinds of accounts that have the general characteristics of demand deposits. Also includes short-term, highly liquid investments that are both readily convertible to known amounts of cash and so near their maturity that they present insignificant risk of changes in value because of changes in interest rates. Includes effect from exchange rate changes.", "label": "Cash and Cash Equivalents, Period Increase (Decrease)", "totalLabel": "Net increase (decrease) in cash and cash equivalents" } } }, "localname": "CashAndCashEquivalentsPeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_CashAndCashEquivalentsPolicyTextBlock": { "auth_ref": [ "r30", "r131", "r136" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for cash and cash equivalents, including the policy for determining which items are treated as cash equivalents. Other information that may be disclosed includes (1) the nature of any restrictions on the entity's use of its cash and cash equivalents, (2) whether the entity's cash and cash equivalents are insured or expose the entity to credit risk, (3) the classification of any negative balance accounts (overdrafts), and (4) the carrying basis of cash equivalents (for example, at cost) and whether the carrying amount of cash equivalents approximates fair value.", "label": "Cash and Cash Equivalents, Policy [Policy Text Block]", "terseLabel": "Cash and Cash Equivalents" } } }, "localname": "CashAndCashEquivalentsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ChangeInAccountingPrincipleMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A change from one generally accepted accounting principle to another generally accepted accounting principle when there are two or more generally accepted accounting principles that apply or when the accounting principle formerly used is no longer generally accepted. A change in the method of applying an accounting principle that is not treated as a change in accounting estimate also is considered a change in accounting principle.", "label": "Adjustments for Change in Accounting Principle [Domain]", "terseLabel": "Adjustments for Change in Accounting Principle [Domain]" } } }, "localname": "ChangeInAccountingPrincipleMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ChangeInContractWithCustomerAssetAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Change in Contract with Customer, Asset [Abstract]" } } }, "localname": "ChangeInContractWithCustomerAssetAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_ChangeInContractWithCustomerAssetAndLiabilityAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Change in Contract with Customer, Asset and Liability [Abstract]", "terseLabel": "Change in Contract with Customer, Asset and Liability [Abstract]" } } }, "localname": "ChangeInContractWithCustomerAssetAndLiabilityAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1": { "auth_ref": [ "r145" ], "lang": { "en-US": { "role": { "documentation": "Exercise price per share or per unit of warrants or rights outstanding.", "label": "Class of Warrant or Right, Exercise Price of Warrants or Rights", "terseLabel": "Common stock price (in USD per share)" } } }, "localname": "ClassOfWarrantOrRightExercisePriceOfWarrantsOrRights1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_CommissionsExpensePolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for commissions incurred in relation to revenue generating activities or operations.", "label": "Commissions Expense, Policy [Policy Text Block]", "terseLabel": "Commissions Expense, Policy [Policy Text Block]" } } }, "localname": "CommissionsExpensePolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommitmentsAndContingencies": { "auth_ref": [ "r63", "r274", "r551", "r566" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Represents the caption on the face of the balance sheet to indicate that the entity has entered into (1) purchase or supply arrangements that will require expending a portion of its resources to meet the terms thereof, and (2) is exposed to potential losses or, less frequently, gains, arising from (a) possible claims against a company's resources due to future performance under contract terms, and (b) possible losses or likely gains from uncertainties that will ultimately be resolved when one or more future events that are deemed likely to occur do occur or fail to occur.", "label": "Commitments and Contingencies", "terseLabel": "Commitments and contingencies" } } }, "localname": "CommitmentsAndContingencies", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CommitmentsAndContingenciesDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Commitments and Contingencies Disclosure [Abstract]" } } }, "localname": "CommitmentsAndContingenciesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_CommitmentsContingenciesAndGuaranteesTextBlock": { "auth_ref": [ "r273", "r276", "r277" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for commitments, contingencies, and guarantees.", "label": "Commitments Contingencies and Guarantees [Text Block]", "terseLabel": "Commitments, Contingencies and Guarantees" } } }, "localname": "CommitmentsContingenciesAndGuaranteesTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuarantees" ], "xbrltype": "textBlockItemType" }, "us-gaap_CommonStockMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Stock that is subordinate to all other stock of the issuer.", "label": "Common Stock [Member]", "terseLabel": "Common Stock [Member]" } } }, "localname": "CommonStockMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_CommonStockParOrStatedValuePerShare": { "auth_ref": [ "r38" ], "lang": { "en-US": { "role": { "documentation": "Face amount or stated value per share of common stock.", "label": "Common Stock, Par or Stated Value Per Share", "terseLabel": "Common stock, par value (in USD per share)" } } }, "localname": "CommonStockParOrStatedValuePerShare", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CapitalStructureAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "perShareItemType" }, "us-gaap_CommonStockSharesAuthorized": { "auth_ref": [ "r38" ], "lang": { "en-US": { "role": { "documentation": "The maximum number of common shares permitted to be issued by an entity's charter and bylaws.", "label": "Common Stock, Shares Authorized", "terseLabel": "Common stock, shares authorized" } } }, "localname": "CommonStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CapitalStructureAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockSharesIssued": { "auth_ref": [ "r38" ], "lang": { "en-US": { "role": { "documentation": "Total number of common shares of an entity that have been sold or granted to shareholders (includes common shares that were issued, repurchased and remain in the treasury). These shares represent capital invested by the firm's shareholders and owners, and may be all or only a portion of the number of shares authorized. Shares issued include shares outstanding and shares held in the treasury.", "label": "Common Stock, Shares, Issued", "terseLabel": "Common stock, shares issued" } } }, "localname": "CommonStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_CommonStockValue": { "auth_ref": [ "r38" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Aggregate par or stated value of issued nonredeemable common stock (or common stock redeemable solely at the option of the issuer). This item includes treasury stock repurchased by the entity. Note: elements for number of nonredeemable common shares, par value and other disclosure concepts are in another section within stockholders' equity.", "label": "Common Stock, Value, Issued", "terseLabel": "Common Stock, Value, Issued" } } }, "localname": "CommonStockValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CompensationAndEmployeeBenefitPlansTextBlock": { "auth_ref": [ "r313", "r314", "r319", "r361" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for an entity's employee compensation and benefit plans, including, but not limited to, postemployment and postretirement benefit plans, defined benefit pension plans, defined contribution plans, non-qualified and supplemental benefit plans, deferred compensation, share-based compensation, life insurance, severance, health care, unemployment and other benefit plans.", "label": "Compensation and Employee Benefit Plans [Text Block]", "terseLabel": "Employee Benefit and Deferred Compensation Plans" } } }, "localname": "CompensationAndEmployeeBenefitPlansTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlans" ], "xbrltype": "textBlockItemType" }, "us-gaap_ComponentsOfDeferredTaxAssetsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Components of Deferred Tax Assets [Abstract]", "terseLabel": "Deferred tax assets:" } } }, "localname": "ComponentsOfDeferredTaxAssetsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ComponentsOfDeferredTaxLiabilitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Components of Deferred Tax Liabilities [Abstract]", "terseLabel": "Deferred tax liabilities:" } } }, "localname": "ComponentsOfDeferredTaxLiabilitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ComprehensiveIncomeNetOfTax": { "auth_ref": [ "r84", "r86", "r87" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income, attributable to parent entity. Excludes changes in equity resulting from investments by owners and distributions to owners.", "label": "Comprehensive Income (Loss), Net of Tax, Attributable to Parent", "terseLabel": "Comprehensive income (loss)" } } }, "localname": "ComprehensiveIncomeNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_ComprehensiveIncomeNetOfTaxAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]", "terseLabel": "Comprehensive income (loss):" } } }, "localname": "ComprehensiveIncomeNetOfTaxAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "stringItemType" }, "us-gaap_ComprehensiveIncomeNoteTextBlock": { "auth_ref": [ "r108" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for comprehensive income, which includes, but is not limited to, 1) the amount of income tax expense or benefit allocated to each component of other comprehensive income, including reclassification adjustments, 2) the reclassification adjustments for each classification of other comprehensive income and 3) the ending accumulated balances for each component of comprehensive income.", "label": "Comprehensive Income (Loss) Note [Text Block]", "terseLabel": "Other Comprehensive Income (Loss)" } } }, "localname": "ComprehensiveIncomeNoteTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLoss" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConcentrationRiskCreditRisk": { "auth_ref": [ "r177", "r559" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for credit risk.", "label": "Concentration Risk, Credit Risk, Policy [Policy Text Block]", "terseLabel": "Concentrations of Credit Risk" } } }, "localname": "ConcentrationRiskCreditRisk", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ConsolidationPolicyTextBlock": { "auth_ref": [ "r136", "r440", "r444", "r445" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy regarding (1) the principles it follows in consolidating or combining the separate financial statements, including the principles followed in determining the inclusion or exclusion of subsidiaries or other entities in the consolidated or combined financial statements and (2) its treatment of interests (for example, common stock, a partnership interest or other means of exerting influence) in other entities, for example consolidation or use of the equity or cost methods of accounting. The accounting policy may also address the accounting treatment for intercompany accounts and transactions, noncontrolling interest, and the income statement treatment in consolidation for issuances of stock by a subsidiary.", "label": "Consolidation, Policy [Policy Text Block]", "terseLabel": "Basis of Presentation and Principles of Consolidation" } } }, "localname": "ConsolidationPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ContractWithCustomerAssetNet": { "auth_ref": [ "r298", "r299", "r305" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, after allowance for credit loss, of right to consideration in exchange for good or service transferred to customer when right is conditioned on something other than passage of time.", "label": "Contract with Customer, Asset, after Allowance for Credit Loss", "terseLabel": "Contract with Customer, Asset, after Allowance for Credit Loss" } } }, "localname": "ContractWithCustomerAssetNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ContractWithCustomerBasisOfPricingAxis": { "auth_ref": [ "r307" ], "lang": { "en-US": { "role": { "documentation": "Information by basis of pricing for contract representing right to consideration in exchange for good or service transferred to customer.", "label": "Contract with Customer, Basis of Pricing [Axis]", "terseLabel": "Contract with Customer, Basis of Pricing [Axis]" } } }, "localname": "ContractWithCustomerBasisOfPricingAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ContractWithCustomerBasisOfPricingDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Basis of pricing for contract with customer. Includes, but is not limited to, fixed-price and time-and-materials contracts.", "label": "Contract with Customer, Basis of Pricing [Domain]", "terseLabel": "Contract with Customer, Basis of Pricing [Domain]" } } }, "localname": "ContractWithCustomerBasisOfPricingDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ContractWithCustomerPerformanceObligationSatisfiedInPreviousPeriod": { "auth_ref": [ "r300" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of revenue recognized from performance obligation satisfied or partially satisfied in previous reporting periods. Includes, but is not limited to, change in transaction price.", "label": "Contract with Customer, Performance Obligation Satisfied in Previous Period", "terseLabel": "Contract with Customer, Performance Obligation Satisfied in Previous Period" } } }, "localname": "ContractWithCustomerPerformanceObligationSatisfiedInPreviousPeriod", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ConvertibleDebtMember": { "auth_ref": [ "r280" ], "lang": { "en-US": { "role": { "documentation": "Borrowing which can be exchanged for a specified number of another security at the option of the issuer or the holder, for example, but not limited to, the entity's common stock.", "label": "Convertible Debt [Member]", "terseLabel": "Convertible Debt [Member]" } } }, "localname": "ConvertibleDebtMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertibleDebtSecuritiesMember": { "auth_ref": [ "r315" ], "lang": { "en-US": { "role": { "documentation": "Debt securities that can be exchanged for equity of the debt issuer at the option of the issuer or the holder.", "label": "Convertible Debt Securities [Member]", "terseLabel": "Convertible Debt Securities [Member]" } } }, "localname": "ConvertibleDebtSecuritiesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ConvertibleDebtTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of borrowings which can be exchanged for a specified number of another security at the option of the issuer or the holder. Disclosures include, but are not limited to, principal amount, amortized premium or discount, and amount of liability and equity components.", "label": "Convertible Debt [Table Text Block]", "terseLabel": "Schedule of Notes" } } }, "localname": "ConvertibleDebtTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_CorporateNonSegmentMember": { "auth_ref": [ "r196" ], "lang": { "en-US": { "role": { "documentation": "Corporate headquarters or functional department that may not earn revenues or may earn revenues that are only incidental to the activities of the entity and is not considered an operating segment.", "label": "Corporate, Non-Segment [Member]", "terseLabel": "Corporate, Non-Segment [Member]" } } }, "localname": "CorporateNonSegmentMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_CostOfGoodsAndServicesSold": { "auth_ref": [ "r101" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_CostOfRevenue", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The aggregate costs related to goods produced and sold and services rendered by an entity during the reporting period. This excludes costs incurred during the reporting period related to financial services rendered and other revenue generating activities.", "label": "Cost of Goods and Services Sold", "terseLabel": "Direct costs" } } }, "localname": "CostOfGoodsAndServicesSold", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfGoodsAndServicesSoldDepreciationAndAmortization": { "auth_ref": [ "r98" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_CostOfRevenue", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of expense for allocation of cost of tangible and intangible assets over their useful lives directly used in production of good and rendering of service.", "label": "Cost, Depreciation and Amortization", "terseLabel": "Amortization of intangible assets and software development costs" } } }, "localname": "CostOfGoodsAndServicesSoldDepreciationAndAmortization", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfRevenue": { "auth_ref": [ "r102" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The aggregate cost of goods produced and sold and services rendered during the reporting period.", "label": "Cost of Revenue", "totalLabel": "Total direct costs and reimbursable expenses" } } }, "localname": "CostOfRevenue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_CostOfSalesPolicyTextBlock": { "auth_ref": [ "r312" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for cost of product sold and service rendered.", "label": "Cost of Goods and Service [Policy Text Block]", "terseLabel": "Direct Costs and Reimbursable Expenses" } } }, "localname": "CostOfSalesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_CostsInExcessOfBillingsOnUncompletedContractsOrProgramsExpectedToBeCollectedWithinOneYear": { "auth_ref": [ "r68" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 2.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNet", "weight": 1.0 }, "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of receivable reflecting the cost incurred on uncompleted contracts in excess of related billings which is expected to be collected within one year or the normal operating cycle, if longer.", "label": "Costs in Excess of Billings, Current", "terseLabel": "Costs in Excess of Billings, Current" } } }, "localname": "CostsInExcessOfBillingsOnUncompletedContractsOrProgramsExpectedToBeCollectedWithinOneYear", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_CumulativeEffectOnRetainedEarningsNetOfTax1": { "auth_ref": [ "r157" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of the cumulative effect on retained earnings net of related income tax effect.", "label": "Cumulative Effect on Retained Earnings, Net of Tax", "terseLabel": "Cumulative Effect on Retained Earnings, Net of Tax" } } }, "localname": "CumulativeEffectOnRetainedEarningsNetOfTax1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentFederalTaxExpenseBenefit": { "auth_ref": [ "r139", "r395", "r399" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 1.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of current federal tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current Federal Tax Expense (Benefit)", "terseLabel": "Federal" } } }, "localname": "CurrentFederalTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentForeignTaxExpenseBenefit": { "auth_ref": [ "r144", "r397" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 3.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of current foreign income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current Foreign Tax Expense (Benefit)", "terseLabel": "Foreign" } } }, "localname": "CurrentForeignTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefit": { "auth_ref": [ "r139", "r395", "r399" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 1.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of current income tax expense (benefit) pertaining to taxable income (loss) from continuing operations.", "label": "Current Income Tax Expense (Benefit)", "totalLabel": "Total current" } } }, "localname": "CurrentIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Current Income Tax Expense (Benefit), Continuing Operations [Abstract]", "terseLabel": "Current:" } } }, "localname": "CurrentIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_CurrentStateAndLocalTaxExpenseBenefit": { "auth_ref": [ "r139", "r395", "r399" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 2.0, "parentTag": "us-gaap_CurrentIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of current state and local tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Current State and Local Tax Expense (Benefit)", "terseLabel": "State" } } }, "localname": "CurrentStateAndLocalTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_CustomerContractsMember": { "auth_ref": [ "r421" ], "lang": { "en-US": { "role": { "documentation": "Entity's established relationships with its customers through contracts.", "label": "Customer Contracts [Member]", "terseLabel": "Customer contracts [Member]" } } }, "localname": "CustomerContractsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_CustomerRelationshipsMember": { "auth_ref": [ "r421" ], "lang": { "en-US": { "role": { "documentation": "Customer relationship that exists between an entity and its customer, for example, but not limited to, tenant relationships.", "label": "Customer Relationships [Member]", "terseLabel": "Customer relationships [Member]" } } }, "localname": "CustomerRelationshipsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_DebtConversionOriginalDebtDueDateOfDebtDayMonthAndYear": { "auth_ref": [ "r133", "r135" ], "lang": { "en-US": { "role": { "documentation": "Date the original debt was scheduled to mature, in CCYY-MM-DD format.", "label": "Debt Conversion, Original Debt, Due Date of Debt", "terseLabel": "Debt Conversion, Original Debt, Due Date of Debt" } } }, "localname": "DebtConversionOriginalDebtDueDateOfDebtDayMonthAndYear", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "dateItemType" }, "us-gaap_DebtDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Debt Disclosure [Abstract]" } } }, "localname": "DebtDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_DebtDisclosureTextBlock": { "auth_ref": [ "r286" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.", "label": "Debt Disclosure [Text Block]", "terseLabel": "Financing Arrangements" } } }, "localname": "DebtDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangements" ], "xbrltype": "textBlockItemType" }, "us-gaap_DebtInstrumentBasisSpreadOnVariableRate1": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Percentage points added to the reference rate to compute the variable rate on the debt instrument.", "label": "Debt Instrument, Basis Spread on Variable Rate", "terseLabel": "Debt Instrument, Basis Spread on Variable Rate" } } }, "localname": "DebtInstrumentBasisSpreadOnVariableRate1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentConvertibleCarryingAmountOfTheEquityComponent": { "auth_ref": [ "r281" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The carrying amount of the equity component of convertible debt which may be settled in cash upon conversion.", "label": "Debt Instrument, Convertible, Carrying Amount of Equity Component", "terseLabel": "Debt Instrument, Convertible, Carrying Amount of Equity Component", "verboseLabel": "Equity component" } } }, "localname": "DebtInstrumentConvertibleCarryingAmountOfTheEquityComponent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentConvertibleConversionPrice1": { "auth_ref": [ "r283" ], "lang": { "en-US": { "role": { "documentation": "The price per share of the conversion feature embedded in the debt instrument.", "label": "Debt Instrument, Convertible, Conversion Price", "terseLabel": "Conversion price of convertible notes (in USD per share)" } } }, "localname": "DebtInstrumentConvertibleConversionPrice1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_DebtInstrumentFaceAmount": { "auth_ref": [ "r494", "r496" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail": { "order": 1.0, "parentTag": "us-gaap_LongTermDebt", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Face (par) amount of debt instrument at time of issuance.", "label": "Debt Instrument, Face Amount", "terseLabel": "Aggregate principal amount", "verboseLabel": "Proceeds" } } }, "localname": "DebtInstrumentFaceAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtInstrumentInterestRateEffectivePercentage": { "auth_ref": [ "r60", "r284", "r494" ], "lang": { "en-US": { "role": { "documentation": "Effective interest rate for the funds borrowed under the debt agreement considering interest compounding and original issue discount or premium.", "label": "Debt Instrument, Interest Rate, Effective Percentage", "terseLabel": "Effective interest rate of debt" } } }, "localname": "DebtInstrumentInterestRateEffectivePercentage", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentInterestRateStatedPercentage": { "auth_ref": [ "r60" ], "lang": { "en-US": { "role": { "documentation": "Contractual interest rate for funds borrowed, under the debt agreement.", "label": "Debt Instrument, Interest Rate, Stated Percentage", "terseLabel": "Debt Instrument, Interest Rate, Stated Percentage" } } }, "localname": "DebtInstrumentInterestRateStatedPercentage", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "percentItemType" }, "us-gaap_DebtInstrumentLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Debt Instrument [Line Items]", "terseLabel": "Debt Instrument [Line Items]" } } }, "localname": "DebtInstrumentLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentMaturityDate": { "auth_ref": [ "r61", "r478" ], "lang": { "en-US": { "role": { "documentation": "Date when the debt instrument is scheduled to be fully repaid, in CCYY-MM-DD format.", "label": "Debt Instrument, Maturity Date", "terseLabel": "Debt Instrument, Maturity Date" } } }, "localname": "DebtInstrumentMaturityDate", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "dateItemType" }, "us-gaap_DebtInstrumentTable": { "auth_ref": [ "r62", "r140", "r289", "r290", "r291", "r292", "r493", "r494", "r496", "r558" ], "lang": { "en-US": { "role": { "documentation": "A table or schedule providing information pertaining to long-term debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Schedule of Long-term Debt Instruments [Table]", "terseLabel": "Schedule of Long-term Debt Instruments [Table]" } } }, "localname": "DebtInstrumentTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail" ], "xbrltype": "stringItemType" }, "us-gaap_DebtInstrumentUnamortizedDiscount": { "auth_ref": [ "r493", "r496" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail": { "order": 2.0, "parentTag": "us-gaap_LongTermDebt", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, after accumulated amortization, of debt discount.", "label": "Debt Instrument, Unamortized Discount", "negatedLabel": "Less: debt discount, net of amortization" } } }, "localname": "DebtInstrumentUnamortizedDiscount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DebtPolicyTextBlock": { "auth_ref": [ "r136", "r278" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy related to debt. Includes, but is not limited to, debt issuance costs, the effects of refinancings, method of amortizing debt issuance costs and original issue discount, and classifications of debt.", "label": "Debt, Policy [Policy Text Block]", "terseLabel": "Debt Issuance Costs" } } }, "localname": "DebtPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_DebtWeightedAverageInterestRate": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Weighted average interest rate of debt outstanding.", "label": "Debt, Weighted Average Interest Rate", "terseLabel": "Percentage of weighted average interest rate of borrowings" } } }, "localname": "DebtWeightedAverageInterestRate", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "us-gaap_DeferredCompensationLiabilityCurrentAndNoncurrent": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Aggregate carrying value as of the balance sheet date of the liabilities for all deferred compensation arrangements. Represents currently earned compensation under compensation arrangements that is not actually paid until a later date.", "label": "Deferred Compensation Liability, Current and Noncurrent", "terseLabel": "Deferred compensation liability" } } }, "localname": "DeferredCompensationLiabilityCurrentAndNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlansAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredFederalIncomeTaxExpenseBenefit": { "auth_ref": [ "r139", "r396", "r399" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 1.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred federal income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Federal Income Tax Expense (Benefit)", "terseLabel": "Federal" } } }, "localname": "DeferredFederalIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredFinanceCostsNet": { "auth_ref": [ "r54", "r495" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail": { "order": 3.0, "parentTag": "us-gaap_LongTermDebt", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, after accumulated amortization, of debt issuance costs. Includes, but is not limited to, legal, accounting, underwriting, printing, and registration costs.", "label": "Debt Issuance Costs, Net", "terseLabel": "Debt Issuance Costs, Net" } } }, "localname": "DeferredFinanceCostsNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredForeignIncomeTaxExpenseBenefit": { "auth_ref": [ "r139", "r396", "r399" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 3.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred foreign income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Foreign Income Tax Expense (Benefit)", "terseLabel": "Foreign" } } }, "localname": "DeferredForeignIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefit": { "auth_ref": [ "r128", "r139", "r396", "r399" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 2.0, "parentTag": "us-gaap_IncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred income tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred Income Tax Expense (Benefit)", "totalLabel": "Total deferred" } } }, "localname": "DeferredIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Deferred Income Tax Expense (Benefit), Continuing Operations [Abstract]", "terseLabel": "Deferred:" } } }, "localname": "DeferredIncomeTaxExpenseBenefitContinuingOperationsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_DeferredIncomeTaxLiabilities": { "auth_ref": [ "r35", "r36", "r386", "r547", "r560" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences.", "label": "Deferred Tax Liabilities, Gross", "negatedTotalLabel": "Total deferred tax liabilities" } } }, "localname": "DeferredIncomeTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredIncomeTaxesAndTaxCredits": { "auth_ref": [ "r129" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 8.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred income tax expense (benefit) and income tax credits.", "label": "Deferred Income Taxes and Tax Credits", "terseLabel": "Deferred income taxes" } } }, "localname": "DeferredIncomeTaxesAndTaxCredits", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredRentCreditNoncurrent": { "auth_ref": [ "r64", "r497" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 6.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "For a classified balance sheet, the cumulative difference between the rental income or payments required by a lease agreement and the rental income or expense recognized on a straight-line basis, or other systematic and rational basis more representative of the time pattern in which use or benefit is granted or derived from the leased property, expected to be recognized in income or expense, by the lessor or lessee, respectively, more than one year after the balance sheet date.", "label": "Deferred Rent Credit, Noncurrent", "terseLabel": "Deferred lease incentives" } } }, "localname": "DeferredRentCreditNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredRevenueCurrent": { "auth_ref": [ "r45" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 7.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred income and obligation to transfer product and service to customer for which consideration has been received or is receivable, classified as current.", "label": "Deferred Revenue, Current", "terseLabel": "Deferred revenues" } } }, "localname": "DeferredRevenueCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredRevenuePeriodIncreaseDecrease": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) in deferred revenue.", "label": "Deferred Revenue, Period Increase (Decrease)", "terseLabel": "Deferred Revenue, Period Increase (Decrease)" } } }, "localname": "DeferredRevenuePeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredRevenueRevenueRecognized1": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of revenue recognized that was previously reported as deferred or unearned revenue.", "label": "Deferred Revenue, Revenue Recognized", "terseLabel": "Deferred Revenue, Revenue Recognized" } } }, "localname": "DeferredRevenueRevenueRecognized1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredStateAndLocalIncomeTaxExpenseBenefit": { "auth_ref": [ "r139", "r396", "r399" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": 2.0, "parentTag": "us-gaap_DeferredIncomeTaxExpenseBenefit", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred state and local tax expense (benefit) pertaining to income (loss) from continuing operations.", "label": "Deferred State and Local Income Tax Expense (Benefit)", "terseLabel": "State" } } }, "localname": "DeferredStateAndLocalIncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsGross": { "auth_ref": [ "r387" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 1.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets, Gross", "totalLabel": "Total deferred tax assets" } } }, "localname": "DeferredTaxAssetsGross", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsLiabilitiesNet": { "auth_ref": [ "r390" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, after allocation of valuation allowances and deferred tax liability, of deferred tax asset attributable to deductible differences and carryforwards, without jurisdictional netting.", "label": "Deferred Tax Assets, Net", "terseLabel": "Deferred Tax Assets, Net" } } }, "localname": "DeferredTaxAssetsLiabilitiesNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsLiabilitiesNetNoncurrent": { "auth_ref": [ "r371", "r373", "r390" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, after allocation of valuation allowances and deferred tax liability, of deferred tax asset attributable to deductible differences and carryforwards, with jurisdictional netting and classified as noncurrent.", "label": "Deferred Tax Assets, Net, Noncurrent", "terseLabel": "Deferred Tax Assets, Net, Noncurrent" } } }, "localname": "DeferredTaxAssetsLiabilitiesNetNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsNet": { "auth_ref": [ "r388" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards.", "label": "Deferred Tax Assets, Net of Valuation Allowance", "totalLabel": "Net deferred tax assets" } } }, "localname": "DeferredTaxAssetsNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsNetNoncurrent": { "auth_ref": [ "r371", "r372", "r373", "r374", "r387" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount after allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences and carryforwards classified as noncurrent.", "label": "Deferred Tax Assets, Net of Valuation Allowance, Noncurrent", "terseLabel": "Deferred tax asset" } } }, "localname": "DeferredTaxAssetsNetNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOperatingLossCarryforwards": { "auth_ref": [ "r364", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 5.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible operating loss carryforwards.", "label": "Deferred Tax Assets, Operating Loss Carryforwards", "terseLabel": "Net operating loss carry-forwards" } } }, "localname": "DeferredTaxAssetsOperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsOther": { "auth_ref": [ "r366", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 8.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, before allocation of valuation allowance, of deferred tax asset attributable to deductible temporary differences, classified as other.", "label": "Deferred Tax Assets, Other", "terseLabel": "Deferred Tax Assets, Other" } } }, "localname": "DeferredTaxAssetsOther", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxCreditCarryforwards": { "auth_ref": [ "r392", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 4.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount, before allocation of a valuation allowances, of deferred tax assets attributable to deductible tax credit carryforwards including, but not limited to, research, foreign, general business, alternative minimum tax, and other deductible tax credit carryforwards.", "label": "Deferred Tax Assets, Tax Credit Carryforwards", "terseLabel": "Tax credits" } } }, "localname": "DeferredTaxAssetsTaxCreditCarryforwards", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseCompensationAndBenefitsShareBasedCompensationCost": { "auth_ref": [ "r364", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 3.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from share-based compensation.", "label": "Deferred Tax Assets, Tax Deferred Expense, Compensation and Benefits, Share-based Compensation Cost", "terseLabel": "Share-based compensation" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseCompensationAndBenefitsShareBasedCompensationCost", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsAccruedLiabilities": { "auth_ref": [ "r364", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 2.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from accrued liabilities.", "label": "Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Accrued Liabilities", "terseLabel": "Accrued payroll and other liabilities" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsAccruedLiabilities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsRestructuringCharges": { "auth_ref": [ "r364", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 7.0, "parentTag": "us-gaap_DeferredTaxAssetsGross", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before allocation of valuation allowances of deferred tax asset attributable to deductible temporary differences from restructuring reserve.", "label": "Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Restructuring Charges", "terseLabel": "Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Restructuring Charges" } } }, "localname": "DeferredTaxAssetsTaxDeferredExpenseReservesAndAccrualsRestructuringCharges", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r389" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 2.0, "parentTag": "us-gaap_DeferredTaxAssetsNet", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax assets for which it is more likely than not that a tax benefit will not be realized.", "label": "Deferred Tax Assets, Valuation Allowance", "negatedLabel": "Valuation allowance", "terseLabel": "Deferred Tax Assets, Valuation Allowance" } } }, "localname": "DeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilities": { "auth_ref": [ "r373", "r390" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences without jurisdictional netting.", "label": "Deferred Tax Liabilities, Net", "negatedTerseLabel": "Deferred Tax Liabilities, Net" } } }, "localname": "DeferredTaxLiabilities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesDeferredExpenseCapitalizedResearchAndDevelopmentCosts": { "auth_ref": [ "r365", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 4.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from research and development costs.", "label": "Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs", "negatedTerseLabel": "Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs" } } }, "localname": "DeferredTaxLiabilitiesDeferredExpenseCapitalizedResearchAndDevelopmentCosts", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesGoodwillAndIntangibleAssets": { "auth_ref": [ "r366", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 1.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from intangible assets including goodwill.", "label": "Deferred Tax Liabilities, Goodwill and Intangible Assets", "negatedLabel": "Intangibles and goodwill" } } }, "localname": "DeferredTaxLiabilitiesGoodwillAndIntangibleAssets", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesInvestments": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 3.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from investments (excludes investments in subsidiaries and equity method investments).", "label": "Deferred Tax Liabilities, Investments", "negatedLabel": "Deferred Tax Liabilities, Investments" } } }, "localname": "DeferredTaxLiabilitiesInvestments", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesLeasingArrangements": { "auth_ref": [ "r366", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 2.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from leasing arrangements.", "label": "Deferred Tax Liabilities, Leasing Arrangements", "negatedTerseLabel": "Deferred Tax Liabilities, Leasing Arrangements" } } }, "localname": "DeferredTaxLiabilitiesLeasingArrangements", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesNoncurrent": { "auth_ref": [ "r371", "r373", "r374" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount, after deferred tax asset, of deferred tax liability attributable to taxable differences, with jurisdictional netting and classified as noncurrent.", "label": "Deferred Tax Liabilities, Net, Noncurrent", "terseLabel": "Deferred income taxes, net" } } }, "localname": "DeferredTaxLiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesOther": { "auth_ref": [ "r366", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 7.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences classified as other.", "label": "Deferred Tax Liabilities, Other", "negatedLabel": "Other" } } }, "localname": "DeferredTaxLiabilitiesOther", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesPrepaidExpenses": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 6.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax consequences attributable to taxable temporary differences derived from prepaid expenses.", "label": "Deferred Tax Liabilities, Prepaid Expenses", "negatedLabel": "Prepaid expenses" } } }, "localname": "DeferredTaxLiabilitiesPrepaidExpenses", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DeferredTaxLiabilitiesPropertyPlantAndEquipment": { "auth_ref": [ "r366", "r393", "r394" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail": { "order": 5.0, "parentTag": "us-gaap_DeferredIncomeTaxLiabilities", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of deferred tax liability attributable to taxable temporary differences from property, plant, and equipment.", "label": "Deferred Tax Liabilities, Property, Plant and Equipment", "negatedLabel": "Property and equipment" } } }, "localname": "DeferredTaxLiabilitiesPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DefinedContributionPlanEmployerDiscretionaryContributionAmount": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of discretionary contributions made by an employer to a defined contribution plan.", "label": "Defined Contribution Plan, Employer Discretionary Contribution Amount", "terseLabel": "Employer matching contributions" } } }, "localname": "DefinedContributionPlanEmployerDiscretionaryContributionAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlansAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DefinedContributionPlanEmployerMatchingContributionPercent": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Percentage of employees' gross pay for which the employer contributes a matching contribution to a defined contribution plan.", "label": "Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay", "terseLabel": "Employer contributions up to percent of employee's salaries" } } }, "localname": "DefinedContributionPlanEmployerMatchingContributionPercent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlansAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "us-gaap_Depreciation": { "auth_ref": [ "r128", "r248" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The amount of expense recognized in the current period that reflects the allocation of the cost of tangible assets over the assets' useful lives. Includes production and non-production related depreciation.", "label": "Depreciation", "terseLabel": "Depreciation expense for property and equipment" } } }, "localname": "Depreciation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepreciationAndAmortization": { "auth_ref": [ "r128", "r248" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 4.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The current period expense charged against earnings on long-lived, physical assets not used in production, and which are not intended for resale, to allocate or recognize the cost of such assets over their useful lives; or to record the reduction in book value of an intangible asset over the benefit period of such asset; or to reflect consumption during the period of an asset that is not used in production.", "label": "Depreciation, Depletion and Amortization, Nonproduction", "terseLabel": "Depreciation and amortization", "verboseLabel": "Depreciation and amortization expense" } } }, "localname": "DepreciationAndAmortization", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DepreciationDepletionAndAmortization": { "auth_ref": [ "r128", "r187" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The aggregate expense recognized in the current period that allocates the cost of tangible assets, intangible assets, or depleting assets to periods that benefit from use of the assets.", "label": "Depreciation, Depletion and Amortization", "terseLabel": "Depreciation and amortization" } } }, "localname": "DepreciationDepletionAndAmortization", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_DerivativeContractTypeDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Financial instrument or contract with one or more underlyings, notional amount or payment provision or both, and the contract can be net settled by means outside the contract or delivery of an asset.", "label": "Derivative Contract [Domain]", "terseLabel": "Derivative Contract [Domain]" } } }, "localname": "DerivativeContractTypeDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "domainItemType" }, "us-gaap_DerivativeInceptionDates": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Date the entity entered into the derivative contract, in CCYY-MM-DD format.", "label": "Derivative, Inception Date", "terseLabel": "Interest rate swap agreement, effective date" } } }, "localname": "DerivativeInceptionDates", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail" ], "xbrltype": "dateItemType" }, "us-gaap_DerivativeInstrumentRiskAxis": { "auth_ref": [ "r455", "r457", "r460", "r463" ], "lang": { "en-US": { "role": { "documentation": "Information by type of derivative contract.", "label": "Derivative Instrument [Axis]", "terseLabel": "Derivative Instrument [Axis]" } } }, "localname": "DerivativeInstrumentRiskAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "stringItemType" }, "us-gaap_DerivativeInstrumentsAndHedgingActivitiesDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Derivative Instruments and Hedging Activities Disclosure [Abstract]" } } }, "localname": "DerivativeInstrumentsAndHedgingActivitiesDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_DerivativeInstrumentsAndHedgingActivitiesDisclosureTextBlock": { "auth_ref": [ "r473" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for derivative instruments and hedging activities including, but not limited to, risk management strategies, non-hedging derivative instruments, assets, liabilities, revenue and expenses, and methodologies and assumptions used in determining the amounts.", "label": "Derivative Instruments and Hedging Activities Disclosure [Text Block]", "terseLabel": "Derivative Instruments and Hedging Activity" } } }, "localname": "DerivativeInstrumentsAndHedgingActivitiesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivity" ], "xbrltype": "textBlockItemType" }, "us-gaap_DerivativeInstrumentsGainLossReclassificationFromAccumulatedOCIToIncomeEstimateOfTimeToTransfer1": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Estimated period for the anticipated transfer of gain (loss), net, from accumulated other comprehensive income into earnings, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimate of Time to Transfer", "terseLabel": "Loss reclassification from accumulated OCI to income, estimate of time to transfer" } } }, "localname": "DerivativeInstrumentsGainLossReclassificationFromAccumulatedOCIToIncomeEstimateOfTimeToTransfer1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "us-gaap_DerivativeInstrumentsGainLossReclassificationFromAccumulatedOCIToIncomeEstimatedNetAmountToBeTransferred": { "auth_ref": [ "r468" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The estimated value of gains (losses), net anticipated to be transferred in the future from accumulated other comprehensive income into earnings.", "label": "Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred", "terseLabel": "Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred" } } }, "localname": "DerivativeInstrumentsGainLossReclassificationFromAccumulatedOCIToIncomeEstimatedNetAmountToBeTransferred", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DerivativeMaturityDates": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Date the derivative contract matures, in CCYY-MM-DD format.", "label": "Derivative, Maturity Date", "terseLabel": "Interest rate swap agreement, end date" } } }, "localname": "DerivativeMaturityDates", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail" ], "xbrltype": "dateItemType" }, "us-gaap_DerivativeNotionalAmount": { "auth_ref": [ "r448", "r450" ], "lang": { "en-US": { "role": { "documentation": "Nominal or face amount used to calculate payment on derivative.", "label": "Derivative, Notional Amount", "terseLabel": "Interest rate swap agreement for a notional amount" } } }, "localname": "DerivativeNotionalAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DerivativesFairValueLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Derivatives, Fair Value [Line Items]", "terseLabel": "Derivatives, Fair Value [Line Items]" } } }, "localname": "DerivativesFairValueLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_DerivativesPolicyTextBlock": { "auth_ref": [ "r136", "r146", "r447", "r449", "r451", "r453", "r465" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for its derivative instruments and hedging activities.", "label": "Derivatives, Policy [Policy Text Block]", "terseLabel": "Derivatives, Policy [Policy Text Block]" } } }, "localname": "DerivativesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisaggregationOfRevenueAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Disaggregation of Revenue [Abstract]" } } }, "localname": "DisaggregationOfRevenueAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Disaggregation of Revenue [Line Items]", "terseLabel": "Disaggregation of Revenue [Line Items]" } } }, "localname": "DisaggregationOfRevenueLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueTable": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Disclosure of information about disaggregation of revenue into categories depicting how nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factor.", "label": "Disaggregation of Revenue [Table]", "terseLabel": "Disaggregation of Revenue [Table]" } } }, "localname": "DisaggregationOfRevenueTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_DisaggregationOfRevenueTableTextBlock": { "auth_ref": [ "r304" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of disaggregation of revenue into categories depicting how nature, amount, timing, and uncertainty of revenue and cash flows are affected by economic factor.", "label": "Disaggregation of Revenue [Table Text Block]", "terseLabel": "Disaggregation of Revenue [Table Text Block]" } } }, "localname": "DisaggregationOfRevenueTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock": { "auth_ref": [ "r361" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for share-based payment arrangement.", "label": "Share-based Payment Arrangement [Text Block]", "terseLabel": "Equity Incentive Plans" } } }, "localname": "DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlans" ], "xbrltype": "textBlockItemType" }, "us-gaap_DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Share-based Payment Arrangement [Abstract]" } } }, "localname": "DisclosureOfCompensationRelatedCostsSharebasedPaymentsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_DiscontinuedOperationIncomeLossFromDiscontinuedOperationBeforeIncomeTax": { "auth_ref": [ "r5", "r6", "r7", "r8", "r9", "r17", "r93", "r569" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount before tax of income (loss) from a discontinued operation. Includes, but is not limited to, the income (loss) from operations during the phase-out period, gain (loss) on disposal, gain (loss) for reversal of write-down (write-down) to fair value, less cost to sell, and adjustments to a prior period gain (loss) on disposal.", "label": "Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax", "terseLabel": "Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax" } } }, "localname": "DiscontinuedOperationIncomeLossFromDiscontinuedOperationBeforeIncomeTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DiscontinuedOperationIncomeLossFromDiscontinuedOperationNetOfTaxPerBasicShare": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_EarningsPerShareBasic", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Per basic share amount, after tax, of income (loss) from the day-to-day business activities of the discontinued operation.", "label": "Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share", "terseLabel": "Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share" } } }, "localname": "DiscontinuedOperationIncomeLossFromDiscontinuedOperationNetOfTaxPerBasicShare", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_DiscontinuedOperationIncomeLossFromDiscontinuedOperationNetOfTaxPerDilutedShare": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_EarningsPerShareDiluted", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Per diluted share amount, after tax, of income (loss) from the day-to-day business activities of the discontinued operation.", "label": "Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share", "terseLabel": "Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share" } } }, "localname": "DiscontinuedOperationIncomeLossFromDiscontinuedOperationNetOfTaxPerDilutedShare", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_DiscontinuedOperationTaxEffectOfDiscontinuedOperation": { "auth_ref": [ "r6", "r7", "r8", "r9", "r17", "r19", "r375", "r401" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of tax expense (benefit) related to a discontinued operation. Includes, but is not limited to, tax expense (benefit) related to income (loss) from operations during the phase-out period, tax expense (benefit) related to gain (loss) on disposal, tax expense (benefit) related to gain (loss) for reversal of write-down (write-down) to fair value, less cost to sell, and tax expense (benefit) related to adjustments of a prior period gain (loss) on disposal.", "label": "Discontinued Operation, Tax Effect of Discontinued Operation", "terseLabel": "Discontinued Operation, Tax Effect of Discontinued Operation" } } }, "localname": "DiscontinuedOperationTaxEffectOfDiscontinuedOperation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_DisposalGroupsIncludingDiscontinuedOperationsNameDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Name of disposal group.", "label": "Disposal Group Name [Domain]", "terseLabel": "Disposal Groups, Including Discontinued Operations, Name [Domain]" } } }, "localname": "DisposalGroupsIncludingDiscontinuedOperationsNameDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_DomesticCountryMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Designated tax department of the government that is entitled to levy and collect income taxes from the entity in its country of domicile.", "label": "Domestic Tax Authority [Member]", "terseLabel": "Federal [Member]" } } }, "localname": "DomesticCountryMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_EarningsPerShareAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Earnings Per Share [Abstract]" } } }, "localname": "EarningsPerShareAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareBasic": { "auth_ref": [ "r95", "r153", "r160", "r161", "r162", "r163", "r166", "r556", "r571" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-US": { "role": { "documentation": "The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.", "label": "Earnings Per Share, Basic", "terseLabel": "Net income, per basic share (in USD per share)", "totalLabel": "Net income, per basic share (in USD per share)" } } }, "localname": "EarningsPerShareBasic", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareBasicAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Earnings Per Share, Basic [Abstract]", "terseLabel": "Net earnings per basic share:" } } }, "localname": "EarningsPerShareBasicAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareDiluted": { "auth_ref": [ "r95", "r153", "r160", "r161", "r162", "r163", "r166", "r556", "r571" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-US": { "role": { "documentation": "The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.", "label": "Earnings Per Share, Diluted", "terseLabel": "Net income, per diluted share (in USD per share)", "totalLabel": "Net income, per diluted share (in USD per share)" } } }, "localname": "EarningsPerShareDiluted", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_EarningsPerShareDilutedAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Earnings Per Share, Diluted [Abstract]", "terseLabel": "Net earnings per diluted share:" } } }, "localname": "EarningsPerShareDilutedAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareReconciliationAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Earnings Per Share Reconciliation [Abstract]" } } }, "localname": "EarningsPerShareReconciliationAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_EarningsPerShareTextBlock": { "auth_ref": [ "r167" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for earnings per share.", "label": "Earnings Per Share [Text Block]", "terseLabel": "Earnings Per Share" } } }, "localname": "EarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShare" ], "xbrltype": "textBlockItemType" }, "us-gaap_EffectOfExchangeRateOnCashAndCashEquivalents": { "auth_ref": [ "r489" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 4.0, "parentTag": "us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) from the effect of exchange rate changes on cash and cash equivalent balances held in foreign currencies.", "label": "Effect of Exchange Rate on Cash and Cash Equivalents", "terseLabel": "Effect of exchange rate changes on cash" } } }, "localname": "EffectOfExchangeRateOnCashAndCashEquivalents", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_EffectOfFourthQuarterEventsByTypeAxis": { "auth_ref": [ "r171" ], "lang": { "en-US": { "role": { "documentation": "Information by type of event or transaction that occurred during the fourth quarter.", "label": "Effect of Fourth Quarter Event Type [Axis]", "terseLabel": "Effect of Fourth Quarter Event Type [Axis]" } } }, "localname": "EffectOfFourthQuarterEventsByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_EffectOfFourthQuarterEventsTypeDomain": { "auth_ref": [ "r171" ], "lang": { "en-US": { "role": { "documentation": "The type of event or transaction having a material effect on fourth quarter and fiscal year results.", "label": "Effect of Fourth Quarter Events, Type [Domain]", "terseLabel": "Effect of Fourth Quarter Events, Type [Domain]" } } }, "localname": "EffectOfFourthQuarterEventsTypeDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_EffectiveIncomeTaxRateContinuingOperations": { "auth_ref": [ "r143", "r376", "r377" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": null, "parentTag": null, "root": true, "weight": null } }, "lang": { "en-US": { "role": { "documentation": "Percentage of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Effective Income Tax Rate Reconciliation, Percent", "totalLabel": "Effective income tax expense rate for continuing operations" } } }, "localname": "EffectiveIncomeTaxRateContinuingOperations", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 1.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of domestic federal statutory tax rate applicable to pretax income (loss).", "label": "Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent", "terseLabel": "At U.S. statutory tax rate" } } }, "localname": "EffectiveIncomeTaxRateReconciliationAtFederalStatutoryIncomeTaxRate", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 14.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to changes in the valuation allowance for deferred tax assets.", "label": "Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Percent", "terseLabel": "Valuation allowance" } } }, "localname": "EffectiveIncomeTaxRateReconciliationChangeInDeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationChangeInEnactedTaxRate": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 12.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to changes in the income tax rates.", "label": "Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationChangeInEnactedTaxRate", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationForeignIncomeTaxRateDifferential": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 13.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations applicable to statutory income tax expense (benefit) outside of the country of domicile.", "label": "Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Percent", "terseLabel": "Foreign source income" } } }, "localname": "EffectiveIncomeTaxRateReconciliationForeignIncomeTaxRateDifferential", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationNondeductibleExpenseImpairmentLosses": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 11.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to impairment loss.", "label": "Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationNondeductibleExpenseImpairmentLosses", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationNondeductibleExpenseMealsAndEntertainment": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 7.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to meals and entertainment expense.", "label": "Effective Income Tax Rate Reconciliation, Nondeductible Expense, Meals and Entertainment, Percent", "terseLabel": "Meals and entertainment" } } }, "localname": "EffectiveIncomeTaxRateReconciliationNondeductibleExpenseMealsAndEntertainment", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationNondeductibleExpenseShareBasedCompensationCost": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 3.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying domestic federal statutory income tax rate to pretax income (loss) from continuing operation, attributable to nondeductible expense for share-based payment arrangement.", "label": "Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationNondeductibleExpenseShareBasedCompensationCost", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationOtherAdjustments": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 16.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to other adjustments.", "label": "Effective Income Tax Rate Reconciliation, Other Adjustments, Percent", "terseLabel": "Other" } } }, "localname": "EffectiveIncomeTaxRateReconciliationOtherAdjustments", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationOtherReconcilingItemsPercent": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 9.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference, between reported income tax expense (benefit) and the expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations, that is attributable to tax exempt income, equity in earnings (loss) of an unconsolidated subsidiary, minority interest income (expense), tax holiday, disposition of a business, disposition of an asset, repatriation of foreign earnings, repatriation of foreign earnings jobs creation act of 2004, change in enacted tax rate, prior year income taxes, change in deferred tax asset valuation allowance, and other adjustments.", "label": "Effective Income Tax Rate Reconciliation,Other Reconciling Items, Percent", "terseLabel": "Effective Income Tax Rate Reconciliation,Other Reconciling Items, Percent" } } }, "localname": "EffectiveIncomeTaxRateReconciliationOtherReconcilingItemsPercent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 2.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations applicable to state and local income tax expense (benefit), net of federal tax expense (benefit).", "label": "Effective Income Tax Rate Reconciliation, State and Local Income Taxes, Percent", "terseLabel": "State income taxes, net of federal benefit" } } }, "localname": "EffectiveIncomeTaxRateReconciliationStateAndLocalIncomeTaxes", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EffectiveIncomeTaxRateReconciliationTaxCredits": { "auth_ref": [ "r376", "r377", "r398" ], "calculation": { "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail": { "order": 15.0, "parentTag": "us-gaap_EffectiveIncomeTaxRateContinuingOperations", "weight": -1.0 } }, "lang": { "en-US": { "role": { "documentation": "Percentage of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to tax credits. Including, but not limited to, research credit, foreign tax credit, investment tax credit, and other tax credits.", "label": "Effective Income Tax Rate Reconciliation, Tax Credit, Percent", "negatedLabel": "Tax credits / Section 199 Deduction" } } }, "localname": "EffectiveIncomeTaxRateReconciliationTaxCredits", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail" ], "xbrltype": "percentItemType" }, "us-gaap_EmployeeRelatedLiabilitiesCurrent": { "auth_ref": [ "r58" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Total of the carrying values as of the balance sheet date of obligations incurred through that date and payable for obligations related to services received from employees, such as accrued salaries and bonuses, payroll taxes and fringe benefits. Used to reflect the current portion of the liabilities (due within one year or within the normal operating cycle if longer).", "label": "Employee-related Liabilities, Current", "terseLabel": "Accrued payroll and related benefits" } } }, "localname": "EmployeeRelatedLiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized": { "auth_ref": [ "r345" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of cost not yet recognized for nonvested award under share-based payment arrangement.", "label": "Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount", "terseLabel": "Unrecognized compensation cost" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognized", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1": { "auth_ref": [ "r345" ], "lang": { "en-US": { "role": { "documentation": "Weighted-average period over which cost not yet recognized is expected to be recognized for award under share-based payment arrangement, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition", "terseLabel": "Unrecognized compensation cost, Period" } } }, "localname": "EmployeeServiceShareBasedCompensationNonvestedAwardsTotalCompensationCostNotYetRecognizedPeriodForRecognition1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "us-gaap_EmployeeServiceShareBasedCompensationTaxBenefitFromCompensationExpense": { "auth_ref": [ "r344" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of tax benefit for recognition of expense of award under share-based payment arrangement.", "label": "Share-based Payment Arrangement, Expense, Tax Benefit", "terseLabel": "Income tax benefits" } } }, "localname": "EmployeeServiceShareBasedCompensationTaxBenefitFromCompensationExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_EmployeeSeveranceMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Termination of an employee associated with exit from or disposal of business activities or restructurings pursuant to a plan.", "label": "Employee Severance [Member]", "terseLabel": "Employee Severance [Member]" } } }, "localname": "EmployeeSeveranceMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_EmployeeStockOptionMember": { "auth_ref": [ "r343" ], "lang": { "en-US": { "role": { "documentation": "Share-based payment arrangement granting right, subject to vesting and other restrictions, to purchase or sell certain number of shares at predetermined price for specified period of time.", "label": "Share-based Payment Arrangement, Option [Member]", "terseLabel": "Share-based Payment Arrangement, Option [Member]" } } }, "localname": "EmployeeStockOptionMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_EquityAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Equity [Abstract]" } } }, "localname": "EquityAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_EquityComponentDomain": { "auth_ref": [ "r288" ], "lang": { "en-US": { "role": { "documentation": "Components of equity are the parts of the total Equity balance including that which is allocated to common, preferred, treasury stock, retained earnings, etc.", "label": "Equity Component [Domain]", "terseLabel": "Equity Component [Domain]" } } }, "localname": "EquityComponentDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ErrorCorrectionsAndPriorPeriodAdjustmentsRestatementByRestatementPeriodAndAmountAxis": { "auth_ref": [ "r155", "r156", "r157" ], "lang": { "en-US": { "role": { "documentation": "Information by type of error correction.", "label": "Adjustments for Error Corrections [Axis]", "terseLabel": "Adjustments for Error Corrections [Axis]" } } }, "localname": "ErrorCorrectionsAndPriorPeriodAdjustmentsRestatementByRestatementPeriodAndAmountAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]", "terseLabel": "Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable": { "auth_ref": [ "r474", "r475", "r476", "r483" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of information about asset and liability measured at fair value on recurring and nonrecurring basis.", "label": "Fair Value, Recurring and Nonrecurring [Table]", "terseLabel": "Fair Value, Recurring and Nonrecurring [Table]" } } }, "localname": "FairValueAssetsAndLiabilitiesMeasuredOnRecurringAndNonrecurringBasisTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueAssetsMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock": { "auth_ref": [ "r479", "r483" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the fair value measurement of assets using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes during the period attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets) and gains or losses recognized in other comprehensive income (loss), and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs), by class of asset.", "label": "Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]", "terseLabel": "Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]" } } }, "localname": "FairValueAssetsMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueByFairValueHierarchyLevelAxis": { "auth_ref": [ "r315", "r316", "r318", "r475", "r528" ], "lang": { "en-US": { "role": { "documentation": "Information by level within fair value hierarchy and fair value measured at net asset value per share as practical expedient.", "label": "Fair Value Hierarchy and NAV [Axis]", "terseLabel": "Fair Value Hierarchy and NAV [Axis]" } } }, "localname": "FairValueByFairValueHierarchyLevelAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByLiabilityClassAxis": { "auth_ref": [ "r482", "r483" ], "lang": { "en-US": { "role": { "documentation": "Information by class of liability.", "label": "Liability Class [Axis]", "terseLabel": "Liability Class [Axis]" } } }, "localname": "FairValueByLiabilityClassAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueByMeasurementFrequencyAxis": { "auth_ref": [ "r474", "r475", "r477", "r478", "r484" ], "lang": { "en-US": { "role": { "documentation": "Information by measurement frequency.", "label": "Measurement Frequency [Axis]", "terseLabel": "Measurement Frequency [Axis]" } } }, "localname": "FairValueByMeasurementFrequencyAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosuresAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Fair Value Disclosures [Abstract]" } } }, "localname": "FairValueDisclosuresAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_FairValueDisclosuresTextBlock": { "auth_ref": [ "r482" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.", "label": "Fair Value Disclosures [Text Block]", "terseLabel": "Fair Value of Financial Instruments" } } }, "localname": "FairValueDisclosuresTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstruments" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueInputsLevel2Member": { "auth_ref": [ "r315", "r316", "r318", "r475", "r529" ], "lang": { "en-US": { "role": { "documentation": "Inputs other than quoted prices included within level 1 that are observable for an asset or liability, either directly or indirectly, including, but not limited to, quoted prices for similar assets or liabilities in active markets, or quoted prices for identical or similar assets or liabilities in inactive markets.", "label": "Fair Value, Inputs, Level 2 [Member]", "terseLabel": "Fair Value, Inputs, Level 2 [Member]" } } }, "localname": "FairValueInputsLevel2Member", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueInputsLevel3Member": { "auth_ref": [ "r315", "r316", "r318", "r475", "r530" ], "lang": { "en-US": { "role": { "documentation": "Unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Inputs, Level 3 [Member]", "terseLabel": "Fair Value, Inputs, Level 3 [Member]" } } }, "localname": "FairValueInputsLevel3Member", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationByLiabilityClassDomain": { "auth_ref": [ "r479" ], "lang": { "en-US": { "role": { "documentation": "Represents classes of liabilities measured and disclosed at fair value.", "label": "Fair Value by Liability Class [Domain]", "terseLabel": "Fair Value by Liability Class [Domain]" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationByLiabilityClassDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock": { "auth_ref": [ "r479", "r483" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the fair value measurement of liabilities using significant unobservable inputs (Level 3), a reconciliation of the beginning and ending balances, separately presenting changes attributable to the following: (1) total gains or losses for the period (realized and unrealized), segregating those gains or losses included in earnings (or changes in net assets), and gains or losses recognized in other comprehensive income (loss) and a description of where those gains or losses included in earnings (or changes in net assets) are reported in the statement of income (or activities); (2) purchases, sales, issues, and settlements (each type disclosed separately); and (3) transfers in and transfers out of Level 3 (for example, transfers due to changes in the observability of significant inputs) by class of liability.", "label": "Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]", "terseLabel": "Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]" } } }, "localname": "FairValueLiabilitiesMeasuredOnRecurringBasisUnobservableInputReconciliationTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementFrequencyDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Measurement frequency.", "label": "Measurement Frequency [Domain]", "terseLabel": "Measurement Frequency [Domain]" } } }, "localname": "FairValueMeasurementFrequencyDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for fair value measurements of financial and non-financial assets, liabilities and instruments classified in shareholders' equity. Disclosures include, but are not limited to, how an entity that manages a group of financial assets and liabilities on the basis of its net exposure measures the fair value of those assets and liabilities.", "label": "Fair Value Measurement, Policy [Policy Text Block]", "terseLabel": "Fair value measurement policy" } } }, "localname": "FairValueMeasurementPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisAssetGainLossIncludedInOtherComprehensiveIncomeLoss": { "auth_ref": [ "r480" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of gain (loss) recognized in other comprehensive income (OCI) from asset measured at fair value on recurring basis using unobservable input (level 3).", "label": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Other Comprehensive Income (Loss)", "terseLabel": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Gain (Loss) Included in Other Comprehensive Income (Loss)" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisAssetGainLossIncludedInOtherComprehensiveIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisAssetPurchases": { "auth_ref": [ "r481" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of purchases of financial instrument classified as an asset measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases", "terseLabel": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisAssetPurchases", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityPeriodIncreaseDecrease": { "auth_ref": [ "r479" ], "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Period Increase (Decrease)", "terseLabel": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Period Increase (Decrease)" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilityPeriodIncreaseDecrease", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilitySettlements": { "auth_ref": [ "r481" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of settlements of financial instrument classified as a liability measured using unobservable inputs that reflect the entity's own assumption about the assumptions market participants would use in pricing.", "label": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements", "terseLabel": "Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements" } } }, "localname": "FairValueMeasurementWithUnobservableInputsReconciliationRecurringBasisLiabilitySettlements", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FairValueMeasurementsFairValueHierarchyDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Categories used to prioritize the inputs to valuation techniques to measure fair value.", "label": "Fair Value Hierarchy and NAV [Domain]", "terseLabel": "Fair Value Hierarchy and NAV [Domain]" } } }, "localname": "FairValueMeasurementsFairValueHierarchyDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "domainItemType" }, "us-gaap_FairValueMeasurementsRecurringMember": { "auth_ref": [ "r482", "r484" ], "lang": { "en-US": { "role": { "documentation": "Frequent fair value measurement. Includes, but is not limited to, fair value adjustment for impairment of asset, liability or equity, frequently measured at fair value.", "label": "Fair Value, Recurring [Member]", "terseLabel": "Fair Value, Recurring [Member]" } } }, "localname": "FairValueMeasurementsRecurringMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "domainItemType" }, "us-gaap_FairValuesDerivativesBalanceSheetLocationByDerivativeContractTypeByHedgingDesignationTable": { "auth_ref": [ "r454", "r459", "r466" ], "lang": { "en-US": { "role": { "documentation": "Schedule that discloses the location and fair value amounts of derivative instruments (and nonderivative instruments that are designated and qualify as hedging instruments) reported in the statement of financial position.", "label": "Fair Values Derivatives, Balance Sheet Location, by Derivative Contract Type [Table]", "terseLabel": "Fair Values Derivatives, Balance Sheet Location, by Derivative Contract Type [Table]" } } }, "localname": "FairValuesDerivativesBalanceSheetLocationByDerivativeContractTypeByHedgingDesignationTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_FinancialInstrumentAxis": { "auth_ref": [ "r206", "r208", "r209", "r210", "r211", "r212", "r213", "r214", "r215" ], "lang": { "en-US": { "role": { "documentation": "Information by type of financial instrument.", "label": "Financial Instrument [Axis]", "terseLabel": "Major Types of Debt and Equity Securities [Axis]" } } }, "localname": "FinancialInstrumentAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetUsefulLife": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Useful life of finite-lived intangible assets, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Finite-Lived Intangible Asset, Useful Life", "terseLabel": "Useful life in years" } } }, "localname": "FiniteLivedIntangibleAssetUsefulLife", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "durationItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAccumulatedAmortization": { "auth_ref": [ "r239" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Accumulated amount of amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Accumulated Amortization", "terseLabel": "Accumulated Amortization" } } }, "localname": "FiniteLivedIntangibleAssetsAccumulatedAmortization", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAcquiredAsPartOfBusinessCombinationTable": { "auth_ref": [ "r233" ], "lang": { "en-US": { "role": { "documentation": "A table containing detailed characteristics of finite-lived intangible assets acquired during a business combination. Finite-lived intangible assets are assets that have no physical form, but have expected future economic benefit, and are expected to be used over a defined period. Acquired finite-lived intangible assets are disclosed by major class (assets that can be grouped together because they are similar, either by their nature or by their use in operations of the Entity) and in total. Additionally, any significant residual value (the expected value of the asset at the end of its useful life) and the weighted-average amortization period are also disclosed.", "label": "Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table]", "terseLabel": "Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table]" } } }, "localname": "FiniteLivedIntangibleAssetsAcquiredAsPartOfBusinessCombinationTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsTables" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths": { "auth_ref": [ "r241" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized during the next fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months", "terseLabel": "Finite-Lived Intangible Assets, Amortization Expense, Year Two" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAmortizationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFive": { "auth_ref": [ "r241" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized during the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Year Five", "terseLabel": "Finite-Lived Intangible Assets, Amortization Expense, after Year Five" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFive", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAmortizationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearFour": { "auth_ref": [ "r241" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized during the fourth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Year Four", "terseLabel": "Finite-Lived Intangible Assets, Amortization Expense, after Year Five" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearFour", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAmortizationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearThree": { "auth_ref": [ "r241" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized during the third fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Year Three", "terseLabel": "Finite-Lived Intangible Assets, Amortization Expense, Year Five" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearThree", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAmortizationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo": { "auth_ref": [ "r241" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of amortization expense for assets, excluding financial assets and goodwill, lacking physical substance with a finite life expected to be recognized during the second fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Finite-Lived Intangible Assets, Amortization Expense, Year Two", "terseLabel": "Finite-Lived Intangible Assets, Amortization Expense, Year Three" } } }, "localname": "FiniteLivedIntangibleAssetsAmortizationExpenseYearTwo", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAmortizationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsByMajorClassAxis": { "auth_ref": [ "r233", "r235", "r239", "r242", "r532" ], "lang": { "en-US": { "role": { "documentation": "Information by major type or class of finite-lived intangible assets.", "label": "Finite-Lived Intangible Assets by Major Class [Axis]", "terseLabel": "Finite-Lived Intangible Assets by Major Class [Axis]" } } }, "localname": "FiniteLivedIntangibleAssetsByMajorClassAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsTables", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsGross": { "auth_ref": [ "r239", "r532" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before amortization of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Finite-Lived Intangible Assets, Gross", "terseLabel": "Gross carrying amount" } } }, "localname": "FiniteLivedIntangibleAssetsGross", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_FiniteLivedIntangibleAssetsLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Finite-Lived Intangible Assets [Line Items]", "terseLabel": "Finite-Lived Intangible Assets [Line Items]" } } }, "localname": "FiniteLivedIntangibleAssetsLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_FiniteLivedIntangibleAssetsMajorClassNameDomain": { "auth_ref": [ "r233", "r238" ], "lang": { "en-US": { "role": { "documentation": "The major class of finite-lived intangible asset (for example, patents, trademarks, copyrights, etc.) A major class is composed of intangible assets that can be grouped together because they are similar, either by their nature or by their use in the operations of a company.", "label": "Finite-Lived Intangible Assets, Major Class Name [Domain]", "terseLabel": "Finite-Lived Intangible Assets, Major Class Name [Domain]" } } }, "localname": "FiniteLivedIntangibleAssetsMajorClassNameDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsTables", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_FiniteLivedIntangibleAssetsNetAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Finite-Lived Intangible Assets, Net [Abstract]", "terseLabel": "Intangible assets" } } }, "localname": "FiniteLivedIntangibleAssetsNetAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_FixedPriceContractMember": { "auth_ref": [ "r307" ], "lang": { "en-US": { "role": { "documentation": "Contract with customer in which amount of consideration is fixed.", "label": "Fixed-price Contract [Member]", "terseLabel": "Fixed-price Contract [Member]" } } }, "localname": "FixedPriceContractMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ForeignCountryMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Designated tax departments of governments entitled to levy and collect income taxes from the entity outside the entity's country of domicile.", "label": "Foreign Tax Authority [Member]", "terseLabel": "Foreign[Member]" } } }, "localname": "ForeignCountryMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ForeignCurrencyGainLossMember": { "auth_ref": [ "r462" ], "lang": { "en-US": { "role": { "documentation": "Primary financial statement caption encompassing foreign currency gain (loss).", "label": "Foreign Currency Gain (Loss) [Member]", "terseLabel": "Foreign Currency Gain (Loss) [Member]" } } }, "localname": "ForeignCurrencyGainLossMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ForeignCurrencyTransactionGainLossRealized": { "auth_ref": [ "r486", "r487", "r488" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount before tax of foreign currency transaction realized gain (loss) recognized in the income statement.", "label": "Foreign Currency Transaction Gain (Loss), Realized", "terseLabel": "Foreign Currency Transaction Gain (Loss), Realized" } } }, "localname": "ForeignCurrencyTransactionGainLossRealized", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock": { "auth_ref": [ "r136", "r488", "r492" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for (1) transactions denominated in a currency other than the reporting enterprise's functional currency, (2) translating foreign currency financial statements that are incorporated into the financial statements of the reporting enterprise by consolidation, combination, or the equity method of accounting, and (3) remeasurement of the financial statements of a foreign reporting enterprise in a hyperinflationary economy.", "label": "Foreign Currency Transactions and Translations Policy [Policy Text Block]", "terseLabel": "Foreign Currency" } } }, "localname": "ForeignCurrencyTransactionsAndTranslationsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_FurnitureAndFixturesMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Equipment commonly used in offices and stores that have no permanent connection to the structure of a building or utilities. Examples include, but are not limited to, desks, chairs, tables, and bookcases.", "label": "Furniture and Fixtures [Member]", "terseLabel": "Furniture and fixtures [Member]" } } }, "localname": "FurnitureAndFixturesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_GainLossOnSaleOfBusiness": { "auth_ref": [ "r128", "r443" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 9.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of gain (loss) from sale and disposal of integrated set of activities and assets capable of being conducted and managed for purpose of providing return in form of dividend, lower cost, or other economic benefit to investor, owner, member and participant.", "label": "Gain (Loss) on Disposition of Business", "negatedTerseLabel": "Loss (gain) on sale of businesses", "terseLabel": "Loss on disposal" } } }, "localname": "GainLossOnSaleOfBusiness", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GainLossOnTerminationOfLease": { "auth_ref": [ "r503" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of gain (loss) on termination of lease before expiration of lease term.", "label": "Gain (Loss) on Termination of Lease", "terseLabel": "Gain (Loss) on Termination of Lease" } } }, "localname": "GainLossOnTerminationOfLease", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GainLossRelatedToLitigationSettlement": { "auth_ref": [ "r274" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of gain (loss) recognized in settlement of litigation and insurance claims. Excludes claims within an insurance entity's normal claims settlement process.", "label": "Gain (Loss) Related to Litigation Settlement", "terseLabel": "Gain (Loss) Related to Litigation Settlement" } } }, "localname": "GainLossRelatedToLitigationSettlement", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_Goodwill": { "auth_ref": [ "r219", "r221" ], "calculation": { "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails": { "order": 2.0, "parentTag": "us-gaap_BusinessCombinationRecognizedIdentifiableAssetsAcquiredGoodwillAndLiabilitiesAssumedNet", "weight": 1.0 }, "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 6.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill", "periodEndLabel": "Goodwill, net ending balance", "periodStartLabel": "Goodwill, net beginning balance", "terseLabel": "Goodwill" } } }, "localname": "Goodwill", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAcquiredDuringPeriod": { "auth_ref": [ "r223" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of increase in asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized resulting from a business combination.", "label": "Goodwill, Acquired During Period", "terseLabel": "Goodwill recorded in connection with business combinations" } } }, "localname": "GoodwillAcquiredDuringPeriod", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Goodwill and Intangible Assets Disclosure [Abstract]" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_GoodwillAndIntangibleAssetsDisclosureTextBlock": { "auth_ref": [ "r245" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for goodwill and intangible assets.", "label": "Goodwill and Intangible Assets Disclosure [Text Block]", "terseLabel": "Goodwill and Intangible Assets" } } }, "localname": "GoodwillAndIntangibleAssetsDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssets" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillAndIntangibleAssetsGoodwillPolicy": { "auth_ref": [ "r136", "r227" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for goodwill. This accounting policy also may address how an entity assesses and measures impairment of goodwill, how reporting units are determined, how goodwill is allocated to such units, and how the fair values of the reporting units are determined.", "label": "Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]", "terseLabel": "Goodwill" } } }, "localname": "GoodwillAndIntangibleAssetsGoodwillPolicy", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillAndIntangibleAssetsIntangibleAssetsPolicy": { "auth_ref": [ "r136", "r236" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for intangible assets. This accounting policy may address both intangible assets subject to amortization and those that are not. The following also may be disclosed: (1) a description of intangible assets (2) the estimated useful lives of those assets (3) the amortization method used (4) how the entity assesses and measures impairment of such assets (5) how future cash flows are estimated (6) how the fair values of such asset are determined.", "label": "Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]", "terseLabel": "Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block]" } } }, "localname": "GoodwillAndIntangibleAssetsIntangibleAssetsPolicy", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_GoodwillForeignCurrencyTranslationGainLoss": { "auth_ref": [ "r225" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of foreign currency translation gain (loss) which increases (decreases) an asset representing future economic benefits from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill, Foreign Currency Translation Gain (Loss)", "terseLabel": "Foreign currency translation" } } }, "localname": "GoodwillForeignCurrencyTranslationGainLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillGross": { "auth_ref": [ "r222", "r226" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill, Gross", "terseLabel": "Goodwill" } } }, "localname": "GoodwillGross", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillImpairedAccumulatedImpairmentLoss": { "auth_ref": [ "r222", "r226" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of accumulated impairment loss for an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill, Impaired, Accumulated Impairment Loss", "negatedLabel": "Accumulated impairment losses" } } }, "localname": "GoodwillImpairedAccumulatedImpairmentLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillImpairmentLoss": { "auth_ref": [ "r128", "r220", "r224", "r229" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 }, "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 5.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of loss from the write-down of an asset representing the future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.", "label": "Goodwill, Impairment Loss", "negatedTerseLabel": "Goodwill, Impairment Loss", "terseLabel": "Goodwill, Impairment Loss" } } }, "localname": "GoodwillImpairmentLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_GoodwillLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Goodwill [Line Items]", "terseLabel": "Goodwill [Line Items]" } } }, "localname": "GoodwillLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail" ], "xbrltype": "stringItemType" }, "us-gaap_GrossProfit": { "auth_ref": [ "r99" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Aggregate revenue less cost of goods and services sold or operating expenses directly attributable to the revenue generation activity.", "label": "Gross Profit", "terseLabel": "Gross profit" } } }, "localname": "GrossProfit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_HealthCareMember": { "auth_ref": [ "r306" ], "lang": { "en-US": { "role": { "documentation": "Service provided for prevention, maintenance, diagnosis or treatment of physical and mental health.", "label": "Health Care [Member]", "terseLabel": "Health Care [Member]" } } }, "localname": "HealthCareMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock": { "auth_ref": [ "r136", "r246", "r256" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for recognizing and measuring the impairment of long-lived assets. An entity also may disclose its accounting policy for long-lived assets to be sold. This policy excludes goodwill and intangible assets.", "label": "Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block]", "terseLabel": "Impairment of Long-Lived Assets" } } }, "localname": "ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeLossFromContinuingOperations": { "auth_ref": [ "r100", "r129", "r163", "r437" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax of income (loss) from continuing operations attributable to the parent.", "label": "Income (Loss) from Continuing Operations, Net of Tax, Attributable to Parent", "terseLabel": "Net income from continuing operations", "totalLabel": "Net income (loss) from continuing operations" } } }, "localname": "IncomeLossFromContinuingOperations", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic": { "auth_ref": [ "r142" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The portion of earnings or loss from continuing operations before income taxes that is attributable to domestic operations.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Domestic", "terseLabel": "U.S." } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesDomestic", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesComponentsOfIncomeFromContinuingOperationsBeforeIncomeTaxExpenseDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest": { "auth_ref": [ "r92", "r153", "r545", "r553", "r572" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperations", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest", "totalLabel": "Income (loss) from continuing operations before taxes" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/IncomeTaxesComponentsOfIncomeFromContinuingOperationsBeforeIncomeTaxExpenseDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesForeign": { "auth_ref": [ "r142" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The portion of earnings or loss from continuing operations before income taxes that is attributable to foreign operations, which is defined as Income or Loss generated from operations located outside the entity's country of domicile.", "label": "Income (Loss) from Continuing Operations before Income Taxes, Foreign", "terseLabel": "Foreign" } } }, "localname": "IncomeLossFromContinuingOperationsBeforeIncomeTaxesForeign", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesComponentsOfIncomeFromContinuingOperationsBeforeIncomeTaxExpenseDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeLossFromContinuingOperationsPerBasicShare": { "auth_ref": [ "r90", "r95", "r160", "r161", "r162", "r552", "r554", "r556", "r568" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_EarningsPerShareBasic", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "The amount of net income (loss) from continuing operations per each share of common stock or unit outstanding during the reporting period.", "label": "Income (Loss) from Continuing Operations, Per Basic Share", "terseLabel": "Net income from continuing operations, per basic share (in USD per share)" } } }, "localname": "IncomeLossFromContinuingOperationsPerBasicShare", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_IncomeLossFromContinuingOperationsPerDilutedShare": { "auth_ref": [ "r90", "r95", "r160", "r161", "r162", "r163", "r556", "r568", "r571" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_EarningsPerShareDiluted", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "The amount of net income (loss) derived from continuing operations during the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.", "label": "Income (Loss) from Continuing Operations, Per Diluted Share", "terseLabel": "Net income from continuing operations, per diluted share (in USD per share)" } } }, "localname": "IncomeLossFromContinuingOperationsPerDilutedShare", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_IncomeLossFromDiscontinuedOperationsNetOfTaxAttributableToReportingEntity": { "auth_ref": [ "r5", "r6", "r7", "r8", "r9", "r17", "r19", "r438" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_NetIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax of income (loss) from a discontinued operation attributable to the parent. Includes, but is not limited to, the income (loss) from operations during the phase-out period, gain (loss) on disposal, gain (loss) for reversal of write-down (write-down) to fair value, less cost to sell, and adjustments to a prior period gain (loss) on disposal.", "label": "Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent", "terseLabel": "Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent" } } }, "localname": "IncomeLossFromDiscontinuedOperationsNetOfTaxAttributableToReportingEntity", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by name of disposal group.", "label": "Disposal Group Name [Axis]", "terseLabel": "Disposal Group Name [Axis]" } } }, "localname": "IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]", "terseLabel": "Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]" } } }, "localname": "IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsTable": { "auth_ref": [ "r0", "r11", "r12", "r13", "r14", "r15", "r16", "r18", "r20", "r21", "r22", "r254", "r255" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of information about a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.", "label": "Disposal Groups, Including Discontinued Operations [Table]", "terseLabel": "Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Table]" } } }, "localname": "IncomeStatementBalanceSheetAndAdditionalDisclosuresByDisposalGroupsIncludingDiscontinuedOperationsTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationAxis": { "auth_ref": [ "r252" ], "lang": { "en-US": { "role": { "documentation": "Information by location in the income statement.", "label": "Income Statement Location [Axis]", "terseLabel": "Income Statement Location [Axis]" } } }, "localname": "IncomeStatementLocationAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeStatementLocationDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Location in the income statement.", "label": "Income Statement Location [Domain]", "terseLabel": "Income Statement Location [Domain]" } } }, "localname": "IncomeStatementLocationDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxAuthorityAxis": { "auth_ref": [ "r380" ], "lang": { "en-US": { "role": { "documentation": "Information by tax jurisdiction.", "label": "Income Tax Authority [Axis]", "terseLabel": "Income Tax Authority [Axis]" } } }, "localname": "IncomeTaxAuthorityAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxAuthorityDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Agency, division or body classification that levies income taxes, examines tax returns for compliance, or grants exemptions from or makes other decisions pertaining to income taxes.", "label": "Income Tax Authority [Domain]", "terseLabel": "Income Tax Authority [Domain]" } } }, "localname": "IncomeTaxAuthorityDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_IncomeTaxDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Income Tax Disclosure [Abstract]" } } }, "localname": "IncomeTaxDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_IncomeTaxDisclosureTextBlock": { "auth_ref": [ "r403" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.", "label": "Income Tax Disclosure [Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxes" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxExaminationPenaltiesAndInterestAccrued": { "auth_ref": [ "r378" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The amount of estimated penalties and interest accrued as of the balance sheet date arising from income tax examinations.", "label": "Income Tax Examination, Penalties and Interest Accrued", "terseLabel": "Income Tax Examination, Penalties and Interest Accrued" } } }, "localname": "IncomeTaxExaminationPenaltiesAndInterestAccrued", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxExpenseBenefit": { "auth_ref": [ "r139", "r188", "r400" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperations", "weight": -1.0 }, "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.", "label": "Income Tax Expense (Benefit)", "terseLabel": "Income tax expense (benefit)", "totalLabel": "Income tax expense for continuing operations" } } }, "localname": "IncomeTaxExpenseBenefit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxPolicyTextBlock": { "auth_ref": [ "r88", "r136", "r369", "r370", "r384", "r385", "r391", "r402", "r574" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.", "label": "Income Tax, Policy [Policy Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance": { "auth_ref": [ "r368", "r376", "r377" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations attributable to increase (decrease) in the valuation allowance for deferred tax assets.", "label": "Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount", "terseLabel": "Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount" } } }, "localname": "IncomeTaxReconciliationChangeInDeferredTaxAssetsValuationAllowance", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxReconciliationChangeInEnactedTaxRate": { "auth_ref": [ "r367", "r376", "r377" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of the difference between reported income tax expense (benefit) and expected income tax expense (benefit) computed by applying the domestic federal statutory income tax rates to pretax income (loss) from continuing operations, attributable to increase (decrease) in the income tax rates.", "label": "Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount", "terseLabel": "Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount" } } }, "localname": "IncomeTaxReconciliationChangeInEnactedTaxRate", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxUncertaintiesPolicy": { "auth_ref": [ "r136", "r363", "r385" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for tax positions taken in the tax return filed or to be filed for which it is more likely than not that the tax position will not be sustained upon examination by taxing authorities and other types of contingencies related to income taxes.", "label": "Income Tax Uncertainties, Policy [Policy Text Block]", "terseLabel": "Income Taxes" } } }, "localname": "IncomeTaxUncertaintiesPolicy", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_IncomeTaxesPaid": { "auth_ref": [ "r125", "r132" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The amount of cash paid during the current period to foreign, federal, state, and local authorities as taxes on income.", "label": "Income Taxes Paid", "terseLabel": "Income taxes" } } }, "localname": "IncomeTaxesPaid", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncomeTaxesReceivable": { "auth_ref": [ "r67", "r550", "r567" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Carrying amount due within one year of the balance sheet date (or one operating cycle, if longer) from tax authorities as of the balance sheet date representing refunds of overpayments or recoveries based on agreed-upon resolutions of disputes.", "label": "Income Taxes Receivable, Current", "terseLabel": "Income tax receivable" } } }, "localname": "IncomeTaxesReceivable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsPayableAndAccruedLiabilities": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 16.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The increase (decrease) during the reporting period in the amounts payable to vendors for goods and services received and the amount of obligations and expenses incurred but not paid.", "label": "Increase (Decrease) in Accounts Payable and Accrued Liabilities", "terseLabel": "Increase (decrease) in accounts payable and accrued liabilities" } } }, "localname": "IncreaseDecreaseInAccountsPayableAndAccruedLiabilities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInAccountsReceivable": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 12.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The increase (decrease) during the reporting period in amount due within one year (or one business cycle) from customers for the credit sale of goods and services.", "label": "Increase (Decrease) in Accounts Receivable", "negatedLabel": "(Increase) decrease in receivables from clients" } } }, "localname": "IncreaseDecreaseInAccountsReceivable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInDeferredRevenue": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 18.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) in deferred income and obligation to transfer product and service to customer for which consideration has been received or is receivable.", "label": "Increase (Decrease) in Deferred Revenue", "terseLabel": "Increase (decrease) in deferred revenues" } } }, "localname": "IncreaseDecreaseInDeferredRevenue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInEmployeeRelatedLiabilities": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 17.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The increase (decrease) during the reporting period in the aggregate amount of obligations related to services received from employees, such as accrued salaries and bonuses, payroll taxes and fringe benefits.", "label": "Increase (Decrease) in Employee Related Liabilities", "terseLabel": "Increase (decrease) in accrued payroll and related benefits" } } }, "localname": "IncreaseDecreaseInEmployeeRelatedLiabilities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInIncomeTaxesPayableNetOfIncomeTaxesReceivable": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 14.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The increase (decrease) during the reporting period in the amounts payable to taxing authorities for taxes that are based on the reporting entity's earnings, net of amounts receivable from taxing authorities for refunds of overpayments or recoveries of income taxes.", "label": "Increase (Decrease) in Income Taxes Payable, Net of Income Taxes Receivable", "terseLabel": "(Increase) decrease in current income tax receivable / payable, net" } } }, "localname": "IncreaseDecreaseInIncomeTaxesPayableNetOfIncomeTaxesReceivable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInOperatingCapitalAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Increase (Decrease) in Operating Capital [Abstract]", "terseLabel": "Changes in operating assets and liabilities, net of acquisitions and divestiture:" } } }, "localname": "IncreaseDecreaseInOperatingCapitalAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInOtherOperatingAssets": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 15.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of increase (decrease) in operating assets classified as other.", "label": "Increase (Decrease) in Other Operating Assets", "negatedLabel": "(Increase) decrease in other assets" } } }, "localname": "IncreaseDecreaseInOtherOperatingAssets", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInRestructuringReserve": { "auth_ref": [ "r127" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The increase (decrease) during the period in the carrying amount (including both current and noncurrent portions of the accrual) of the liability pertaining to the exit from or disposal of business activities or restructuring pursuant to a duly authorized plan, excluding costs or losses pertaining to an entity newly acquired in a business combination and to asset retirement obligations.", "label": "Increase (Decrease) in Restructuring Reserve", "verboseLabel": "Restructuring additions" } } }, "localname": "IncreaseDecreaseInRestructuringReserve", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_IncreaseDecreaseInStockholdersEquityRollForward": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Increase (Decrease) in Stockholders' Equity [Roll Forward]", "terseLabel": "Increase (Decrease) in Stockholders' Equity [Roll Forward]" } } }, "localname": "IncreaseDecreaseInStockholdersEquityRollForward", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_IncreaseDecreaseInUnbilledReceivables": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 13.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The increase (decrease) during the reporting period of the amount of revenue for work performed for which billing has not occurred, net of uncollectible accounts.", "label": "Increase (Decrease) in Unbilled Receivables", "negatedLabel": "(Increase) decrease in unbilled services" } } }, "localname": "IncreaseDecreaseInUnbilledReceivables", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_InitialApplicationPeriodCumulativeEffectTransitionAxis": { "auth_ref": [ "r309" ], "lang": { "en-US": { "role": { "documentation": "Information about effect of transition method for cumulative effect in initial period of application.", "label": "Initial Application Period Cumulative Effect Transition [Axis]", "terseLabel": "Initial Application Period Cumulative Effect Transition [Axis]" } } }, "localname": "InitialApplicationPeriodCumulativeEffectTransitionAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "stringItemType" }, "us-gaap_InitialApplicationPeriodCumulativeEffectTransitionDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Effect of transition method for cumulative effect in initial period of application.", "label": "Initial Application Period Cumulative Effect Transition [Domain]", "terseLabel": "Initial Application Period Cumulative Effect Transition [Domain]" } } }, "localname": "InitialApplicationPeriodCumulativeEffectTransitionDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "us-gaap_IntangibleAssetsNetExcludingGoodwill": { "auth_ref": [ "r231", "r237" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Sum of the carrying amounts of all intangible assets, excluding goodwill, as of the balance sheet date, net of accumulated amortization and impairment charges.", "label": "Intangible Assets, Net (Excluding Goodwill)", "terseLabel": "Intangible assets, net" } } }, "localname": "IntangibleAssetsNetExcludingGoodwill", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpenseDebt": { "auth_ref": [ "r105", "r285" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of the cost of borrowed funds accounted for as interest expense for debt.", "label": "Interest Expense, Debt", "totalLabel": "Total interest expense recognized" } } }, "localname": "InterestExpenseDebt", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestExpenseDebtExcludingAmortization": { "auth_ref": [ "r107" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail": { "order": 1.0, "parentTag": "us-gaap_InterestExpenseDebt", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Represents the portion of interest incurred in the period on debt arrangements that was charged against earnings, excluding amortization of debt discount (premium) and financing costs.", "label": "Interest Expense, Debt, Excluding Amortization", "terseLabel": "Contractual interest coupon" } } }, "localname": "InterestExpenseDebtExcludingAmortization", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestIncomeExpenseNonoperatingNet": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The net amount of nonoperating interest income (expense).", "label": "Interest Income (Expense), Nonoperating, Net", "terseLabel": "Interest Expense Net Of Interest Income" } } }, "localname": "InterestIncomeExpenseNonoperatingNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestPaid": { "auth_ref": [ "r132" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of cash paid for interest, including, but not limited to, capitalized interest and payment to settle zero-coupon bond attributable to accreted interest of debt discount and debt instrument with insignificant coupon interest rate in relation to effective interest rate of borrowing attributable to accreted interest of debt discount; classified as operating and investing activities.", "label": "Interest Paid, Including Capitalized Interest, Operating and Investing Activities", "terseLabel": "Interest" } } }, "localname": "InterestPaid", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestRateCashFlowHedgeDerivativeAtFairValueNet": { "auth_ref": [ "r446" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Fair value as of the balance sheet date of all interest rate derivatives designated as cash flow hedging instruments.", "label": "Interest Rate Cash Flow Hedge Derivative at Fair Value, Net", "terseLabel": "Fair value (derivative asset and liability)" } } }, "localname": "InterestRateCashFlowHedgeDerivativeAtFairValueNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_InterestRateCashFlowHedgeDerivativeAtFairValueNetAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Interest Rate Cash Flow Hedge Derivative at Fair Value, Net [Abstract]", "terseLabel": "Fair Value interest rate swaps designated as cash flow hedging instruments" } } }, "localname": "InterestRateCashFlowHedgeDerivativeAtFairValueNetAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_InterestRateSwapMember": { "auth_ref": [ "r461" ], "lang": { "en-US": { "role": { "documentation": "Forward based contracts in which two parties agree to swap periodic payments that are fixed at the outset of the swap contract with variable payments based on a market interest rate (index rate) over a specified period.", "label": "Interest Rate Swap [Member]", "terseLabel": "Interest Rate Swap [Member]" } } }, "localname": "InterestRateSwapMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "domainItemType" }, "us-gaap_LeaseCost": { "auth_ref": [ "r519", "r521" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of lease cost recognized by lessee for lease contract.", "label": "Lease, Cost", "terseLabel": "Lease, Cost" } } }, "localname": "LeaseCost", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/LeasesScheduleOfLeaseCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LeaseCostTableTextBlock": { "auth_ref": [ "r519" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of lessee's lease cost. Includes, but is not limited to, interest expense for finance lease, amortization of right-of-use asset for finance lease, operating lease cost, short-term lease cost, variable lease cost and sublease income.", "label": "Lease, Cost [Table Text Block]", "terseLabel": "Lease, Cost [Table Text Block]" } } }, "localname": "LeaseCostTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LeaseholdImprovementsMember": { "auth_ref": [ "r249" ], "lang": { "en-US": { "role": { "documentation": "Additions or improvements to assets held under a lease arrangement.", "label": "Leasehold Improvements [Member]", "terseLabel": "Leasehold Improvements [Member]" } } }, "localname": "LeaseholdImprovementsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail" ], "xbrltype": "domainItemType" }, "us-gaap_LeasesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Leases [Abstract]" } } }, "localname": "LeasesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_LeasesOfLesseeDisclosureTextBlock": { "auth_ref": [ "r500" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for lessee entity's leasing arrangements including, but not limited to, all of the following: (a.) The basis on which contingent rental payments are determined, (b.) The existence and terms of renewal or purchase options and escalation clauses, (c.) Restrictions imposed by lease agreements, such as those concerning dividends, additional debt, and further leasing.", "label": "Leases of Lessee Disclosure [Text Block]", "terseLabel": "Leases of Lessee Disclosure [Text Block]" } } }, "localname": "LeasesOfLesseeDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeases" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeLeaseDescriptionLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Lessee, Lease, Description [Line Items]", "terseLabel": "Lessee, Lease, Description [Line Items]" } } }, "localname": "LesseeLeaseDescriptionLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LesseeLeaseDescriptionTable": { "auth_ref": [ "r510" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of information about lessee's leases.", "label": "Lessee, Lease, Description [Table]", "terseLabel": "Lessee, Lease, Description [Table]" } } }, "localname": "LesseeLeaseDescriptionTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LesseeLeasesPolicyTextBlock": { "auth_ref": [ "r507" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for leasing arrangement entered into by lessee.", "label": "Lessee, Leases [Policy Text Block]", "terseLabel": "Deferred Lease Incentives" } } }, "localname": "LesseeLeasesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseDescription": { "auth_ref": [ "r508" ], "lang": { "en-US": { "role": { "documentation": "Description of lessee's operating lease.", "label": "Lessee, Operating Lease, Description", "terseLabel": "Lessee, Operating Lease, Description" } } }, "localname": "LesseeOperatingLeaseDescription", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityMaturityTableTextBlock": { "auth_ref": [ "r520" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of undiscounted cash flows of lessee's operating lease liability. Includes, but is not limited to, reconciliation of undiscounted cash flows to operating lease liability recognized in statement of financial position.", "label": "Lessee, Operating Lease, Liability, Maturity [Table Text Block]", "terseLabel": "Lessee, Operating Lease, Liability, Maturity [Table Text Block]" } } }, "localname": "LesseeOperatingLeaseLiabilityMaturityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDue": { "auth_ref": [ "r520" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease.", "label": "Lessee, Operating Lease, Liability, Payments, Due", "terseLabel": "Lessee, Operating Lease, Liability, Payments, Due" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive": { "auth_ref": [ "r520" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due after fifth fiscal year following latest fiscal year.", "label": "Lessee, Operating Lease, Liability, Payments, Due after Year Five", "terseLabel": "Lessee, Operating Lease, Liability, Payments, Due after Year Five" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueAfterYearFive", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths": { "auth_ref": [ "r520" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in next fiscal year following latest fiscal year.", "label": "Lessee, Operating Lease, Liability, Payments, Due Next Twelve Months", "terseLabel": "Lessee, Operating Lease, Liability, Payments, Due Next Twelve Months" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFive": { "auth_ref": [ "r520" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in fifth fiscal year following latest fiscal year.", "label": "Lessee, Operating Lease, Liability, Payments, Due Year Five", "terseLabel": "Lessee, Operating Lease, Liability, Payments, Due Year Five" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFive", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearFour": { "auth_ref": [ "r520" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in fourth fiscal year following latest fiscal year.", "label": "Lessee, Operating Lease, Liability, Payments, Due Year Four", "terseLabel": "Lessee, Operating Lease, Liability, Payments, Due Year Four" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearFour", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearThree": { "auth_ref": [ "r520" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in third fiscal year following latest fiscal year.", "label": "Lessee, Operating Lease, Liability, Payments, Due Year Three", "terseLabel": "Lessee, Operating Lease, Liability, Payments, Due Year Three" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearThree", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseLiabilityPaymentsDueYearTwo": { "auth_ref": [ "r520" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's undiscounted obligation for lease payments for operating lease, due in second fiscal year following latest fiscal year.", "label": "Lessee, Operating Lease, Liability, Payments, Due Year Two", "terseLabel": "Lessee, Operating Lease, Liability, Payments, Due Year Two" } } }, "localname": "LesseeOperatingLeaseLiabilityPaymentsDueYearTwo", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LesseeOperatingLeaseRenewalTerm": { "auth_ref": [ "r509" ], "lang": { "en-US": { "role": { "documentation": "Term of lessee's operating lease renewal, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Lessee, Operating Lease, Renewal Term", "terseLabel": "Lessee, Operating Lease, Renewal Term" } } }, "localname": "LesseeOperatingLeaseRenewalTerm", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_LettersOfCreditOutstandingAmount": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The total amount of the contingent obligation under letters of credit outstanding as of the reporting date.", "label": "Letters of Credit Outstanding, Amount", "terseLabel": "Guarantees in the form of letters of credit", "verboseLabel": "Outstanding letters of credit" } } }, "localname": "LettersOfCreditOutstandingAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquity": { "auth_ref": [ "r44", "r549", "r564" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of liabilities and equity items, including the portion of equity attributable to noncontrolling interests, if any.", "label": "Liabilities and Equity", "totalLabel": "Total liabilities and stockholders\u2019 equity" } } }, "localname": "LiabilitiesAndStockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesAndStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Liabilities and Equity [Abstract]", "terseLabel": "Liabilities and stockholders\u2019 equity" } } }, "localname": "LiabilitiesAndStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesCurrent": { "auth_ref": [ "r59" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 7.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Total obligations incurred as part of normal operations that are expected to be paid during the following twelve months or within one business cycle, if longer.", "label": "Liabilities, Current", "totalLabel": "Total current liabilities" } } }, "localname": "LiabilitiesCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesCurrentAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Liabilities, Current [Abstract]", "terseLabel": "Current liabilities:" } } }, "localname": "LiabilitiesCurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesFairValueDisclosure": { "auth_ref": [ "r474" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Fair value of financial and nonfinancial obligations.", "label": "Financial and Nonfinancial Liabilities, Fair Value Disclosure", "terseLabel": "Financial and Nonfinancial Liabilities, Fair Value Disclosure" } } }, "localname": "LiabilitiesFairValueDisclosure", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesFairValueDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Liabilities, Fair Value Disclosure [Abstract]", "terseLabel": "Liabilities, Fair Value Disclosure [Abstract]" } } }, "localname": "LiabilitiesFairValueDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "stringItemType" }, "us-gaap_LiabilitiesNoncurrent": { "auth_ref": [ "r27", "r28", "r29", "r33", "r34" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 6.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of obligation due after one year or beyond the normal operating cycle, if longer.", "label": "Liabilities, Noncurrent", "totalLabel": "Total non-current liabilities" } } }, "localname": "LiabilitiesNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_LiabilitiesNoncurrentAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Liabilities, Noncurrent [Abstract]", "terseLabel": "Non-current liabilities:" } } }, "localname": "LiabilitiesNoncurrentAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_LineOfCreditFacilityCurrentBorrowingCapacity": { "auth_ref": [ "r56" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of current borrowing capacity under the credit facility considering any current restrictions on the amount that could be borrowed (for example, borrowings may be limited by the amount of current assets), but without considering any amounts currently outstanding under the facility.", "label": "Line of Credit Facility, Current Borrowing Capacity", "terseLabel": "Line of credit current borrowing capacity" } } }, "localname": "LineOfCreditFacilityCurrentBorrowingCapacity", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LineOfCreditFacilityExpirationDate1": { "auth_ref": [ "r56" ], "lang": { "en-US": { "role": { "documentation": "Date the credit facility terminates, in CCYY-MM-DD format.", "label": "Line of Credit Facility, Expiration Date", "terseLabel": "Maturity date" } } }, "localname": "LineOfCreditFacilityExpirationDate1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "dateItemType" }, "us-gaap_LineOfCreditFacilityLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Line of Credit Facility [Line Items]", "terseLabel": "Convertible Senior Notes [Line Items]" } } }, "localname": "LineOfCreditFacilityLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail" ], "xbrltype": "stringItemType" }, "us-gaap_LineOfCreditFacilityMaximumBorrowingCapacity": { "auth_ref": [ "r56" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Maximum borrowing capacity under the credit facility without consideration of any current restrictions on the amount that could be borrowed or the amounts currently outstanding under the facility.", "label": "Line of Credit Facility, Maximum Borrowing Capacity", "terseLabel": "Aggregate principal amount - Senior secured credit facility" } } }, "localname": "LineOfCreditFacilityMaximumBorrowingCapacity", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LineOfCreditFacilityRemainingBorrowingCapacity": { "auth_ref": [ "r56" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of borrowing capacity currently available under the credit facility (current borrowing capacity less the amount of borrowings outstanding).", "label": "Line of Credit Facility, Remaining Borrowing Capacity", "terseLabel": "Unused borrowing capacity under Credit Agreement" } } }, "localname": "LineOfCreditFacilityRemainingBorrowingCapacity", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LineOfCreditFacilityTable": { "auth_ref": [ "r56", "r140" ], "lang": { "en-US": { "role": { "documentation": "A table or schedule providing information pertaining to short-term or long-term contractual arrangements with lenders, including letters of credit, standby letters of credit, and revolving credit arrangements, under which borrowings can be made up to maximum amount as of any point in time conditional on satisfaction of specified terms before, as of and after the date of drawdowns on the line.", "label": "Line of Credit Facility [Table]", "terseLabel": "Line of Credit Facility [Table]" } } }, "localname": "LineOfCreditFacilityTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail" ], "xbrltype": "stringItemType" }, "us-gaap_LondonInterbankOfferedRateLIBORMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Interest rate at which a bank borrows funds from other banks in the London interbank market.", "label": "London Interbank Offered Rate (LIBOR) [Member]", "terseLabel": "London Interbank Offered Rate (LIBOR) [Member]" } } }, "localname": "LondonInterbankOfferedRateLIBORMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_LongTermDebt": { "auth_ref": [ "r33", "r282", "r548", "r562" ], "calculation": { "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.", "label": "Long-term Debt", "terseLabel": "Long-term debt", "totalLabel": "Long-term debt" } } }, "localname": "LongTermDebt", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtCurrent": { "auth_ref": [ "r57" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount, after unamortized (discount) premium and debt issuance costs, of long-term debt, classified as current. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.", "label": "Long-term Debt, Current Maturities", "terseLabel": "Long-term Debt, Current Maturities" } } }, "localname": "LongTermDebtCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtFairValue": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The fair value amount of long-term debt whether such amount is presented as a separate caption or as a parenthetical disclosure. Additionally, this element may be used in connection with the fair value disclosures required in the footnote disclosures to the financial statements. The element may be used in both the balance sheet and disclosure in the same submission.", "label": "Long-term Debt, Fair Value", "terseLabel": "Estimated fair value" } } }, "localname": "LongTermDebtFairValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturitiesRepaymentsOfPrincipalInNextTwelveMonths": { "auth_ref": [ "r148", "r278" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirements, and other securities issued that are redeemable by holder at fixed or determinable prices and dates maturing in the next fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months", "terseLabel": "Long-term Debt, Maturities, Repayments of Principal in Next Twelve Months" } } }, "localname": "LongTermDebtMaturitiesRepaymentsOfPrincipalInNextTwelveMonths", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsFinancingArrangementsSummaryOfDebtMaturitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturitiesRepaymentsOfPrincipalInYearFive": { "auth_ref": [ "r148", "r278" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirements, and other securities issued that are redeemable by holder at fixed or determinable prices and dates maturing in the fifth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Long-term Debt, Maturities, Repayments of Principal in Year Five", "terseLabel": "Long-term Debt, Maturities, Repayments of Principal in Year Five" } } }, "localname": "LongTermDebtMaturitiesRepaymentsOfPrincipalInYearFive", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsFinancingArrangementsSummaryOfDebtMaturitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturitiesRepaymentsOfPrincipalInYearFour": { "auth_ref": [ "r148", "r278" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirements, and other securities issued that are redeemable by holder at fixed or determinable prices and dates maturing in the fourth fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Long-term Debt, Maturities, Repayments of Principal in Year Four", "terseLabel": "Long-term Debt, Maturities, Repayments of Principal in Year Four" } } }, "localname": "LongTermDebtMaturitiesRepaymentsOfPrincipalInYearFour", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsFinancingArrangementsSummaryOfDebtMaturitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturitiesRepaymentsOfPrincipalInYearThree": { "auth_ref": [ "r148", "r278" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirements, and other securities issued that are redeemable by holder at fixed or determinable prices and dates maturing in the third fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Long-term Debt, Maturities, Repayments of Principal in Year Three", "terseLabel": "Long-term Debt, Maturities, Repayments of Principal in Year Three" } } }, "localname": "LongTermDebtMaturitiesRepaymentsOfPrincipalInYearThree", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsFinancingArrangementsSummaryOfDebtMaturitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtMaturitiesRepaymentsOfPrincipalInYearTwo": { "auth_ref": [ "r148", "r278" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of long-term debt payable, sinking fund requirements, and other securities issued that are redeemable by holder at fixed or determinable prices and dates maturing in the second fiscal year following the latest fiscal year. Excludes interim and annual periods when interim periods are reported on a rolling approach, from latest balance sheet date.", "label": "Long-term Debt, Maturities, Repayments of Principal in Year Two", "terseLabel": "Long-term Debt, Maturities, Repayments of Principal in Year Two" } } }, "localname": "LongTermDebtMaturitiesRepaymentsOfPrincipalInYearTwo", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsFinancingArrangementsSummaryOfDebtMaturitiesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermDebtNoncurrent": { "auth_ref": [ "r62" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after unamortized (discount) premium and debt issuance costs of long-term debt classified as noncurrent and excluding amounts to be repaid within one year or the normal operating cycle, if longer. Includes, but not limited to, notes payable, bonds payable, debentures, mortgage loans and commercial paper. Excludes capital lease obligations.", "label": "Long-term Debt, Excluding Current Maturities", "terseLabel": "Long-term debt, net of current portion" } } }, "localname": "LongTermDebtNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongTermInvestments": { "auth_ref": [ "r49" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 3.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The total amount of investments that are intended to be held for an extended period of time (longer than one operating cycle).", "label": "Long-term Investments", "terseLabel": "Long-term Investments", "verboseLabel": "Long-term investments" } } }, "localname": "LongTermInvestments", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_LongtermDebtTypeAxis": { "auth_ref": [ "r62" ], "lang": { "en-US": { "role": { "documentation": "Information by type of long-term debt.", "label": "Long-term Debt, Type [Axis]", "terseLabel": "Long-term Debt, Type [Axis]" } } }, "localname": "LongtermDebtTypeAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "stringItemType" }, "us-gaap_LongtermDebtTypeDomain": { "auth_ref": [ "r62", "r279" ], "lang": { "en-US": { "role": { "documentation": "Type of long-term debt arrangement, such as notes, line of credit, commercial paper, asset-based financing, project financing, letter of credit financing. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the company, if longer.", "label": "Long-term Debt, Type [Domain]", "terseLabel": "Long-term Debt, Type [Domain]" } } }, "localname": "LongtermDebtTypeDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail" ], "xbrltype": "domainItemType" }, "us-gaap_MarketableSecuritiesPolicy": { "auth_ref": [ "r557" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for investment classified as marketable security.", "label": "Marketable Securities, Policy [Policy Text Block]", "terseLabel": "Investments" } } }, "localname": "MarketableSecuritiesPolicy", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_MarketingAndAdvertisingExpense": { "auth_ref": [ "r103" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The total expense recognized in the period for promotion, public relations, and brand or product advertising.", "label": "Marketing and Advertising Expense", "terseLabel": "Sponsorship and advertising costs" } } }, "localname": "MarketingAndAdvertisingExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_MaterialReconcilingItemsMember": { "auth_ref": [ "r192", "r193" ], "lang": { "en-US": { "role": { "documentation": "Items used in reconciling reportable segments' amounts to consolidated amount. Excludes corporate-level activity.", "label": "Segment Reconciling Items [Member]", "terseLabel": "Segment Reconciling Items [Member]" } } }, "localname": "MaterialReconcilingItemsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_NatureOfOperations": { "auth_ref": [ "r174", "r183" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for the nature of an entity's business, major products or services, principal markets including location, and the relative importance of its operations in each business and the basis for the determination, including but not limited to, assets, revenues, or earnings. For an entity that has not commenced principal operations, disclosures about the risks and uncertainties related to the activities in which the entity is currently engaged and an understanding of what those activities are being directed toward.", "label": "Nature of Operations [Text Block]", "terseLabel": "Description of Business" } } }, "localname": "NatureOfOperations", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DescriptionOfBusiness" ], "xbrltype": "textBlockItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivities": { "auth_ref": [ "r124" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 3.0, "parentTag": "us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of cash inflow (outflow) from financing activities, including discontinued operations. Financing activity cash flows include obtaining resources from owners and providing them with a return on, and a return of, their investment; borrowing money and repaying amounts borrowed, or settling the obligation; and obtaining and paying for other resources obtained from creditors on long-term credit.", "label": "Net Cash Provided by (Used in) Financing Activities", "totalLabel": "Net cash provided by (used in) financing activities" } } }, "localname": "NetCashProvidedByUsedInFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInFinancingActivitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Net Cash Provided by (Used in) Financing Activities [Abstract]", "terseLabel": "Cash flows from financing activities:" } } }, "localname": "NetCashProvidedByUsedInFinancingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivities": { "auth_ref": [ "r124" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 2.0, "parentTag": "us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of cash inflow (outflow) from investing activities, including discontinued operations. Investing activity cash flows include making and collecting loans and acquiring and disposing of debt or equity instruments and property, plant, and equipment and other productive assets.", "label": "Net Cash Provided by (Used in) Investing Activities", "totalLabel": "Net cash used in investing activities" } } }, "localname": "NetCashProvidedByUsedInInvestingActivities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInInvestingActivitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Net Cash Provided by (Used in) Investing Activities [Abstract]", "terseLabel": "Cash flows from investing activities:" } } }, "localname": "NetCashProvidedByUsedInInvestingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivities": { "auth_ref": [ "r124", "r126", "r129" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 1.0, "parentTag": "us-gaap_CashAndCashEquivalentsPeriodIncreaseDecrease", "weight": 1.0 } }, "lang": { "en-US": { "role": { "documentation": "Amount of cash inflow (outflow) from operating activities, including discontinued operations. Operating activity cash flows include transactions, adjustments, and changes in value not defined as investing or financing activities.", "label": "Net Cash Provided by (Used in) Operating Activities", "totalLabel": "Net cash provided by operating activities" } } }, "localname": "NetCashProvidedByUsedInOperatingActivities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NetCashProvidedByUsedInOperatingActivitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Net Cash Provided by (Used in) Operating Activities [Abstract]", "terseLabel": "Cash flows from operating activities:" } } }, "localname": "NetCashProvidedByUsedInOperatingActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_NetIncomeLoss": { "auth_ref": [ "r82", "r85", "r94", "r129", "r165", "r555", "r570" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 }, "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.", "label": "Net Income (Loss) Attributable to Parent", "terseLabel": "Net income", "totalLabel": "Net income (loss)" } } }, "localname": "NetIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_NewAccountingPronouncementOrChangeInAccountingPrincipleEffectOfAdoptionQuantification": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Represents the quantification of the effect of adopting the new accounting standard or change in accounting principle expected by the entity to have a significant effect on the entity's financial statements.", "label": "New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification", "negatedTerseLabel": "New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification", "terseLabel": "New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification" } } }, "localname": "NewAccountingPronouncementOrChangeInAccountingPrincipleEffectOfAdoptionQuantification", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_NewAccountingPronouncementsOrChangeInAccountingPrincipleLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "New Accounting Pronouncements or Change in Accounting Principle [Line Items]", "terseLabel": "New Accounting Pronouncements or Change in Accounting Principle [Line Items]" } } }, "localname": "NewAccountingPronouncementsOrChangeInAccountingPrincipleLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "stringItemType" }, "us-gaap_NewAccountingPronouncementsOrChangeInAccountingPrincipleTable": { "auth_ref": [ "r152", "r154" ], "lang": { "en-US": { "role": { "documentation": "Summarization of the changes in an accounting principle or a new accounting pronouncement, including the line items affected by the change and the financial effects of the change on those particular line items.", "label": "New Accounting Pronouncements or Change in Accounting Principle [Table]", "terseLabel": "New Accounting Pronouncements or Change in Accounting Principle [Table]" } } }, "localname": "NewAccountingPronouncementsOrChangeInAccountingPrincipleTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "stringItemType" }, "us-gaap_NewAccountingPronouncementsPolicyPolicyTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy pertaining to new accounting pronouncements that may impact the entity's financial reporting. Includes, but is not limited to, quantification of the expected or actual impact.", "label": "New Accounting Pronouncements, Policy [Policy Text Block]", "terseLabel": "New Accounting Pronouncements" } } }, "localname": "NewAccountingPronouncementsPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_NoncompeteAgreementsMember": { "auth_ref": [ "r420" ], "lang": { "en-US": { "role": { "documentation": "Agreement in which one party agrees not to pursue a similar trade in competition with another party.", "label": "Noncompete Agreements [Member]", "terseLabel": "Non-competition Agreements [Member]" } } }, "localname": "NoncompeteAgreementsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_NonoperatingIncomeExpense": { "auth_ref": [ "r104" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The aggregate amount of income or expense from ancillary business-related activities (that is to say, excluding major activities considered part of the normal operations of the business).", "label": "Nonoperating Income (Expense)", "negatedLabel": "Other expense, net", "totalLabel": "Nonoperating Income (Expense)" } } }, "localname": "NonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_NonoperatingIncomeExpenseAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Nonoperating Income (Expense) [Abstract]", "terseLabel": "Other income (expense), net" } } }, "localname": "NonoperatingIncomeExpenseAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "stringItemType" }, "us-gaap_NotesAssumed1": { "auth_ref": [ "r133", "r134", "r135" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The fair value of notes assumed in noncash investing or financing activities.", "label": "Notes Assumed", "terseLabel": "Notes Assumed" } } }, "localname": "NotesAssumed1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_NumberOfOperatingSegments": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Number of operating segments. An operating segment is a component of an enterprise: (a) that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same enterprise), (b) whose operating results are regularly reviewed by the enterprise's chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (c) for which discrete financial information is available. An operating segment may engage in business activities for which it has yet to earn revenues, for example, start-up operations may be operating segments before earning revenues.", "label": "Number of Operating Segments", "terseLabel": "Number of Operating Segments" } } }, "localname": "NumberOfOperatingSegments", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "integerItemType" }, "us-gaap_NumberOfReportingUnits": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Number of reporting units tested for impairment of goodwill. A reporting unit is an operating segment or one level below an operating segment.", "label": "Number of Reporting Units", "terseLabel": "Number of Reporting Units" } } }, "localname": "NumberOfReportingUnits", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "integerItemType" }, "us-gaap_OffMarketFavorableLeaseMember": { "auth_ref": [ "r53" ], "lang": { "en-US": { "role": { "documentation": "Identifiable intangible asset established upon acquisition based on a favorable difference between the terms of an acquired lease and the current market terms for that lease.", "label": "Off-Market Favorable Lease [Member]", "terseLabel": "Off-Market Favorable Lease [Member]" } } }, "localname": "OffMarketFavorableLeaseMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_OperatingExpenses": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 3.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Generally recurring costs associated with normal operations except for the portion of these expenses which can be clearly related to production and included in cost of sales or services. Includes selling, general and administrative expense.", "label": "Operating Expenses", "totalLabel": "Total operating expenses and other losses (gains), net" } } }, "localname": "OperatingExpenses", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingExpensesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Operating Expenses [Abstract]", "terseLabel": "Operating expenses and other operating gains:" } } }, "localname": "OperatingExpensesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "stringItemType" }, "us-gaap_OperatingIncomeLoss": { "auth_ref": [], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_IncomeLossFromContinuingOperationsBeforeIncomeTaxesExtraordinaryItemsNoncontrollingInterest", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The net result for the period of deducting operating expenses from operating revenues.", "label": "Operating Income (Loss)", "terseLabel": "Operating income", "totalLabel": "Operating income (loss)", "verboseLabel": "Operating income (loss)" } } }, "localname": "OperatingIncomeLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseCost": { "auth_ref": [ "r511", "r521" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of single lease cost, calculated by allocation of remaining cost of lease over remaining lease term. Includes, but is not limited to, single lease cost, after impairment of right-of-use asset, calculated by amortization of remaining right-of-use asset and accretion of lease liability.", "label": "Operating Lease, Cost", "terseLabel": "Operating Lease, Cost" } } }, "localname": "OperatingLeaseCost", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfLeaseCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseImpairmentLoss": { "auth_ref": [ "r502" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of loss from impairment of right-of-use asset from operating lease.", "label": "Operating Lease, Impairment Loss", "terseLabel": "Operating Lease, Impairment Loss" } } }, "localname": "OperatingLeaseImpairmentLoss", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiability": { "auth_ref": [ "r505" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease.", "label": "Operating Lease, Liability", "terseLabel": "Operating Lease, Liability" } } }, "localname": "OperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails", "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseBalancesDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityCurrent": { "auth_ref": [ "r505" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 6.0, "parentTag": "us-gaap_LiabilitiesCurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as current.", "label": "Operating Lease, Liability, Current", "terseLabel": "Operating Lease, Liability, Current" } } }, "localname": "OperatingLeaseLiabilityCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseBalancesDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseLiabilityNoncurrent": { "auth_ref": [ "r505" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_LiabilitiesNoncurrent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Present value of lessee's discounted obligation for lease payments from operating lease, classified as noncurrent.", "label": "Operating Lease, Liability, Noncurrent", "terseLabel": "Operating Lease, Liability, Noncurrent" } } }, "localname": "OperatingLeaseLiabilityNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseBalancesDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeasePayments": { "auth_ref": [ "r506", "r515" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of cash outflow from operating lease, excluding payments to bring another asset to condition and location necessary for its intended use.", "label": "Operating Lease, Payments", "terseLabel": "Operating Lease, Payments" } } }, "localname": "OperatingLeasePayments", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseRightOfUseAsset": { "auth_ref": [ "r504" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 8.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of lessee's right to use underlying asset under operating lease.", "label": "Operating Lease, Right-of-Use Asset", "terseLabel": "Operating Lease, Right-of-Use Asset" } } }, "localname": "OperatingLeaseRightOfUseAsset", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseBalancesDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeaseWeightedAverageDiscountRatePercent": { "auth_ref": [ "r518", "r521" ], "lang": { "en-US": { "role": { "documentation": "Weighted average discount rate for operating lease calculated at point in time.", "label": "Operating Lease, Weighted Average Discount Rate, Percent", "terseLabel": "Operating Lease, Weighted Average Discount Rate, Percent" } } }, "localname": "OperatingLeaseWeightedAverageDiscountRatePercent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseAdditionalInformationDetails" ], "xbrltype": "percentItemType" }, "us-gaap_OperatingLeaseWeightedAverageRemainingLeaseTerm1": { "auth_ref": [ "r517", "r521" ], "lang": { "en-US": { "role": { "documentation": "Weighted average remaining lease term for operating lease, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Operating Lease, Weighted Average Remaining Lease Term", "terseLabel": "Operating Lease, Weighted Average Remaining Lease Term" } } }, "localname": "OperatingLeaseWeightedAverageRemainingLeaseTerm1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseAdditionalInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_OperatingLeasesFutureMinimumPaymentsReceivable": { "auth_ref": [ "r499" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Future minimum rental payments in aggregate as of the balance sheet date under operating leases.", "label": "Operating Leases, Future Minimum Payments Receivable", "terseLabel": "Operating Leases, Future Minimum Payments Receivable" } } }, "localname": "OperatingLeasesFutureMinimumPaymentsReceivable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLeasesRentExpenseNet": { "auth_ref": [ "r498" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Rental expense for the reporting period incurred under operating leases, including minimum and any contingent rent expense, net of related sublease income.", "label": "Operating Leases, Rent Expense, Net", "terseLabel": "Operating Leases, Rent Expense, Net" } } }, "localname": "OperatingLeasesRentExpenseNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingLossCarryforwards": { "auth_ref": [ "r392" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of operating loss carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Operating Loss Carryforwards", "terseLabel": "Operating Loss Carryforwards" } } }, "localname": "OperatingLossCarryforwards", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OperatingSegmentsMember": { "auth_ref": [ "r186", "r195" ], "lang": { "en-US": { "role": { "documentation": "Identifies components of an entity that engage in business activities from which they may earn revenue and incur expenses, including transactions with other components of the same entity.", "label": "Operating Segments [Member]", "terseLabel": "Operating Segments [Member]" } } }, "localname": "OperatingSegmentsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_OptionIndexedToIssuersEquityTypeAxis": { "auth_ref": [ "r287", "r469", "r470", "r471" ], "lang": { "en-US": { "role": { "documentation": "Information by type of freestanding contracts issued by an entity that are indexed to, and potentially settled in, an entity's own stock.", "label": "Option Indexed to Issuer's Equity, Type [Axis]", "terseLabel": "Option Indexed to Issuer's Equity, Type [Axis]" } } }, "localname": "OptionIndexedToIssuersEquityTypeAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_OptionIndexedToIssuersEquityTypeDomain": { "auth_ref": [ "r472" ], "lang": { "en-US": { "role": { "documentation": "Description of the type of freestanding contract issued by a Company that is indexed to, and potentially settled in, a Company's own stock. Specifically, the pertinent rights and privileges of the securities outstanding.", "label": "Option Indexed to Issuer's Equity, Type [Domain]", "terseLabel": "Option Indexed to Issuer's Equity, Type [Domain]" } } }, "localname": "OptionIndexedToIssuersEquityTypeDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_OtherAssetsNoncurrent": { "auth_ref": [ "r54" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_Assets", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of noncurrent assets classified as other.", "label": "Other Assets, Noncurrent", "terseLabel": "Other non-current assets" } } }, "localname": "OtherAssetsNoncurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossAvailableForSaleSecuritiesAdjustmentNetOfTax": { "auth_ref": [ "r72", "r73", "r75" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax and reclassification adjustments, of appreciation (loss) in value of unsold available-for-sale securities. Excludes amounts related to other than temporary impairment (OTTI) loss.", "label": "Other Comprehensive Income (Loss), Securities, Available-for-sale, Adjustment, after Tax", "positiveLabel": "Unrealized loss on investments", "terseLabel": "Unrealized gain (loss) on investment, net of tax" } } }, "localname": "OtherComprehensiveIncomeLossAvailableForSaleSecuritiesAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossAvailableForSaleSecuritiesTax": { "auth_ref": [ "r72", "r73", "r76" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of tax expense (benefit), after reclassification adjustments, of appreciation (loss) in value of unsold available-for-sale securities. Excludes amounts related to other than temporary impairment (OTTI) loss.", "label": "Other Comprehensive Income (Loss), Securities, Available-for-sale, Tax", "terseLabel": "Other Comprehensive Income (Loss), Securities, Available-for-sale, Tax" } } }, "localname": "OtherComprehensiveIncomeLossAvailableForSaleSecuritiesTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossOtherComprehensiveIncomeLossAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossDerivativesQualifyingAsHedgesNetOfTax": { "auth_ref": [ "r71" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 3.0, "parentTag": "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax and reclassification adjustments, of increase (decrease) in accumulated gain (loss) from derivative instruments designated and qualifying as the effective portion of cash flow hedges and an entity's share of an equity investee's increase (decrease) in deferred hedging gain (loss).", "label": "Other Comprehensive Income (Loss), Derivatives Qualifying as Hedges, Net of Tax", "terseLabel": "Unrealized gain (loss) on cash flow hedging instruments, net of tax" } } }, "localname": "OtherComprehensiveIncomeLossDerivativesQualifyingAsHedgesNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax": { "auth_ref": [ "r70", "r491" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax and reclassification adjustments of gain (loss) on foreign currency translation adjustments, foreign currency transactions designated and effective as economic hedges of a net investment in a foreign entity and intra-entity foreign currency transactions that are of a long-term-investment nature.", "label": "Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Adjustment, Net of Tax", "terseLabel": "Foreign currency translation adjustment, net of tax", "verboseLabel": "Foreign currency translation adjustments, net of tax" } } }, "localname": "OtherComprehensiveIncomeLossForeignCurrencyTransactionAndTranslationAdjustmentNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPeriodIncreaseDecreaseAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Other Comprehensive Income (Loss), Net of Tax [Abstract]" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTaxPeriodIncreaseDecreaseAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent": { "auth_ref": [ "r83", "r86", "r438", "r439", "r441" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax of other comprehensive income (loss) attributable to parent entity.", "label": "Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent", "totalLabel": "Other comprehensive income" } } }, "localname": "OtherComprehensiveIncomeLossNetOfTaxPortionAttributableToParent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossReclassificationAdjustmentFromAOCIOnDerivativesNetOfTax": { "auth_ref": [ "r75", "r79", "r80", "r452" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount after tax of reclassification adjustment from accumulated other comprehensive income of accumulated gain (loss) realized from derivative instruments designated and qualifying as the effective portion of cash flow hedges and an entity's share of an equity investee's deferred hedging gain (loss).", "label": "Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Net of Tax", "negatedLabel": "Reclassification adjustment into earnings" } } }, "localname": "OtherComprehensiveIncomeLossReclassificationAdjustmentFromAOCIOnDerivativesNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeLossReclassificationAdjustmentFromAOCIOnDerivativesTax": { "auth_ref": [ "r76" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of tax expense (benefit) of reclassification adjustment from accumulated other comprehensive income of accumulated gain (loss) realized from derivative instruments designated and qualifying as the effective portion of cash flow hedges and an entity's share of an equity investee's deferred hedging gain (loss).", "label": "Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax", "terseLabel": "Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax" } } }, "localname": "OtherComprehensiveIncomeLossReclassificationAdjustmentFromAOCIOnDerivativesTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossOtherComprehensiveIncomeLossAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeUnrealizedGainLossOnDerivativesArisingDuringPeriodNetOfTax": { "auth_ref": [ "r71", "r75", "r467" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax of increase (decrease) in accumulated gain (loss) from derivative instruments designated and qualifying as the effective portion of cash flow hedges and an entity's share of an equity investee's increase (decrease) in deferred hedging gain (loss).", "label": "Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Net of Tax", "terseLabel": "Change in fair value" } } }, "localname": "OtherComprehensiveIncomeUnrealizedGainLossOnDerivativesArisingDuringPeriodNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeUnrealizedGainLossOnDerivativesArisingDuringPeriodTax": { "auth_ref": [ "r71", "r76" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of tax expense (benefit), before reclassification adjustments, related to increase (decrease) in accumulated gain (loss) from derivative instruments designated and qualifying as the effective portion of cash flow hedges and an entity's share of an equity investee's increase (decrease) in deferred hedging gain (loss).", "label": "Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax", "terseLabel": "Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax" } } }, "localname": "OtherComprehensiveIncomeUnrealizedGainLossOnDerivativesArisingDuringPeriodTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossOtherComprehensiveIncomeLossAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherComprehensiveIncomeUnrealizedHoldingGainLossOnSecuritiesArisingDuringPeriodNetOfTax": { "auth_ref": [ "r72", "r75" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount after tax, before reclassification adjustments, of unrealized holding gain (loss) on available-for-sale securities.", "label": "Other Comprehensive Income (Loss), Securities, Available-for-Sale, Unrealized Holding Gain (Loss) Arising During Period, after Tax", "terseLabel": "Other Comprehensive Income (Loss), Securities, Available-for-Sale, Unrealized Holding Gain (Loss) Arising During Period, after Tax" } } }, "localname": "OtherComprehensiveIncomeUnrealizedHoldingGainLossOnSecuritiesArisingDuringPeriodNetOfTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherLiabilitiesMember": { "auth_ref": [ "r454", "r466" ], "lang": { "en-US": { "role": { "documentation": "Primary financial statement caption encompassing other liabilities.", "label": "Other Liabilities [Member]", "terseLabel": "Other Liabilities [Member]" } } }, "localname": "OtherLiabilitiesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails" ], "xbrltype": "domainItemType" }, "us-gaap_OtherNoncashExpense": { "auth_ref": [ "r129" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 11.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of expense or loss included in net income that result in no cash flow, classified as other.", "label": "Other Noncash Expense", "terseLabel": "Other Noncash Expense" } } }, "localname": "OtherNoncashExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherNoncurrentAssetsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Primary financial statement caption encompassing other noncurrent assets.", "label": "Other Noncurrent Assets [Member]", "terseLabel": "Other Noncurrent Assets [Member]" } } }, "localname": "OtherNoncurrentAssetsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_OtherNoncurrentLiabilitiesMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Primary financial statement caption encompassing other noncurrent liabilities.", "label": "Other Noncurrent Liabilities [Member]", "terseLabel": "Other Noncurrent Liabilities [Member]" } } }, "localname": "OtherNoncurrentLiabilitiesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_OtherNonoperatingIncomeExpense": { "auth_ref": [ "r106" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_NonoperatingIncomeExpense", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of income (expense) related to nonoperating activities, classified as other.", "label": "Other Nonoperating Income (Expense)", "terseLabel": "Other Nonoperating Income (Expense)" } } }, "localname": "OtherNonoperatingIncomeExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_OtherRestructuringMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Restructuring and related activities classified as other.", "label": "Other Restructuring [Member]", "terseLabel": "Other Restructuring [Member]" } } }, "localname": "OtherRestructuringMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_OtherSellingGeneralAndAdministrativeExpense": { "auth_ref": [ "r103" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of selling, general and administrative expense classified as other.", "label": "Other Selling, General and Administrative Expense", "terseLabel": "Other operating expenses and gains" } } }, "localname": "OtherSellingGeneralAndAdministrativeExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentForContingentConsiderationLiabilityFinancingActivities": { "auth_ref": [ "r121" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 8.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of cash outflow, not made soon after acquisition date of business combination, to settle contingent consideration liability up to amount recognized at acquisition date, including, but not limited to, measurement period adjustment and less amount paid soon after acquisition date.", "label": "Payment for Contingent Consideration Liability, Financing Activities", "terseLabel": "Payment for Contingent Consideration Liability, Financing Activities" } } }, "localname": "PaymentForContingentConsiderationLiabilityFinancingActivities", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForProceedsFromLifeInsurancePolicies": { "auth_ref": [ "r147" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The net cash outflow or inflow for net proceeds and payments derived from carrying life insurance policies for which the entity is the beneficiary.", "label": "Payments for (Proceeds from) Life Insurance Policies", "negatedLabel": "Investment in life insurance policies" } } }, "localname": "PaymentsForProceedsFromLifeInsurancePolicies", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsForRestructuring": { "auth_ref": [ "r122", "r259" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of cash payments made as the result of exit or disposal activities. Excludes payments associated with a discontinued operation or an asset retirement obligation.", "label": "Payments for Restructuring", "negatedTerseLabel": "Payments for restructuring" } } }, "localname": "PaymentsForRestructuring", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsOfDebtIssuanceCosts": { "auth_ref": [ "r120" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow paid to third parties in connection with debt origination, which will be amortized over the remaining maturity period of the associated long-term debt.", "label": "Payments of Debt Issuance Costs", "negatedLabel": "Payments for debt issuance costs", "terseLabel": "Payments of Debt Issuance Costs" } } }, "localname": "PaymentsOfDebtIssuanceCosts", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsRelatedToTaxWithholdingForShareBasedCompensation": { "auth_ref": [ "r118" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 2.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of cash outflow to satisfy grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Payment, Tax Withholding, Share-based Payment Arrangement", "negatedLabel": "Shares redeemed for employee tax withholdings" } } }, "localname": "PaymentsRelatedToTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireBusinessesGross": { "auth_ref": [ "r113", "r429" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow associated with the acquisition of business during the period. The cash portion only of the acquisition price.", "label": "Payments to Acquire Businesses, Gross", "terseLabel": "Payments to Acquire Businesses, Gross" } } }, "localname": "PaymentsToAcquireBusinessesGross", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireBusinessesNetOfCashAcquired": { "auth_ref": [ "r113" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow associated with the acquisition of a business, net of the cash acquired from the purchase.", "label": "Payments to Acquire Businesses, Net of Cash Acquired", "negatedLabel": "Purchases of businesses, net of cash acquired" } } }, "localname": "PaymentsToAcquireBusinessesNetOfCashAcquired", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquireInvestments": { "auth_ref": [ "r115" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow associated with the purchase of all investments (debt, security, other) during the period.", "label": "Payments to Acquire Investments", "negatedTerseLabel": "Payments to Acquire Investments" } } }, "localname": "PaymentsToAcquireInvestments", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToAcquirePropertyPlantAndEquipment": { "auth_ref": [ "r114" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow associated with the acquisition of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale; includes cash outflows to pay for construction of self-constructed assets.", "label": "Payments to Acquire Property, Plant, and Equipment", "negatedLabel": "Purchases of property and equipment, net" } } }, "localname": "PaymentsToAcquirePropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PaymentsToDevelopSoftware": { "auth_ref": [ "r114" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow associated with the development or modification of software programs or applications for internal use (that is, not to be sold, leased or otherwise marketed to others) that qualify for capitalization.", "label": "Payments to Develop Software", "negatedLabel": "Capitalization of internally developed software" } } }, "localname": "PaymentsToDevelopSoftware", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PerformanceSharesMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Share-based payment arrangement awarded for meeting performance target.", "label": "Performance Shares [Member]", "terseLabel": "Performance-based stock activity [Member]" } } }, "localname": "PerformanceSharesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail" ], "xbrltype": "domainItemType" }, "us-gaap_PlanNameAxis": { "auth_ref": [ "r323", "r346" ], "lang": { "en-US": { "role": { "documentation": "Information by plan name for share-based payment arrangement.", "label": "Plan Name [Axis]", "terseLabel": "Plan Name [Axis]" } } }, "localname": "PlanNameAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "stringItemType" }, "us-gaap_PlanNameDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Plan name for share-based payment arrangement.", "label": "Plan Name [Domain]", "terseLabel": "Plan Name [Domain]" } } }, "localname": "PlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "domainItemType" }, "us-gaap_PostemploymentBenefitsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Postemployment Benefits [Abstract]" } } }, "localname": "PostemploymentBenefitsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_PreferredStockMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Preferred shares may provide a preferential dividend to the dividend on common stock and may take precedence over common stock in the event of a liquidation. Preferred shares typically represent an ownership interest in the company.", "label": "Preferred Stock [Member]", "terseLabel": "Preferred Stock [Member]" } } }, "localname": "PreferredStockMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_PreferredStockSharesAuthorized": { "auth_ref": [ "r37" ], "lang": { "en-US": { "role": { "documentation": "The maximum number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) permitted to be issued by an entity's charter and bylaws.", "label": "Preferred Stock, Shares Authorized", "terseLabel": "Preferred stock, shares authorized" } } }, "localname": "PreferredStockSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CapitalStructureAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_PreferredStockSharesIssued": { "auth_ref": [ "r37" ], "lang": { "en-US": { "role": { "documentation": "Total number of nonredeemable preferred shares (or preferred stock redeemable solely at the option of the issuer) issued to shareholders (includes related preferred shares that were issued, repurchased, and remain in the treasury). May be all or portion of the number of preferred shares authorized. Excludes preferred shares that are classified as debt.", "label": "Preferred Stock, Shares Issued", "terseLabel": "Preferred Stock, Shares Issued" } } }, "localname": "PreferredStockSharesIssued", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CapitalStructureAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_PrepaidExpenseAndOtherAssetsCurrent": { "auth_ref": [ "r25", "r46", "r47" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 5.0, "parentTag": "us-gaap_AssetsCurrent", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of asset related to consideration paid in advance for costs that provide economic benefits in future periods, and amount of other assets that are expected to be realized or consumed within one year or the normal operating cycle, if longer.", "label": "Prepaid Expense and Other Assets, Current", "terseLabel": "Prepaid Expense and Other Assets, Current" } } }, "localname": "PrepaidExpenseAndOtherAssetsCurrent", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_PrepaidExpensesAndOtherCurrentAssetsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Primary financial statement caption encompassing prepaid expenses and other current assets.", "label": "Prepaid Expenses and Other Current Assets [Member]", "terseLabel": "Prepaid Expenses and Other Current Assets [Member]" } } }, "localname": "PrepaidExpensesAndOtherCurrentAssetsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ProceedsFromDivestitureOfBusinessesNetOfCashDivested": { "auth_ref": [ "r110" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 9.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "This element represents the cash inflow during the period from the sale of a component of the entity.", "label": "Proceeds from Divestiture of Businesses, Net of Cash Divested", "terseLabel": "Proceeds from Divestiture of Businesses, Net of Cash Divested" } } }, "localname": "ProceedsFromDivestitureOfBusinessesNetOfCashDivested", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromIssuanceOfWarrants": { "auth_ref": [ "r116" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The cash inflow from issuance of rights to purchase common shares at predetermined price (usually issued together with corporate debt).", "label": "Proceeds from Issuance of Warrants", "terseLabel": "Aggregate proceeds from the sale of warrants" } } }, "localname": "ProceedsFromIssuanceOfWarrants", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromLifeInsurancePolicies": { "auth_ref": [ "r112", "r123" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of cash inflow for proceeds from settlement of corporate-owned life insurance policy, classified as investing activities. Includes, but is not limited to, bank-owned life insurance policy.", "label": "Proceeds from Life Insurance Policy", "terseLabel": "Proceeds from Life Insurance Policy" } } }, "localname": "ProceedsFromLifeInsurancePolicies", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromLinesOfCredit": { "auth_ref": [ "r117", "r141" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of cash inflow from contractual arrangement with the lender, including but not limited to, letter of credit, standby letter of credit and revolving credit arrangements.", "label": "Proceeds from Lines of Credit", "terseLabel": "Proceeds from Lines of Credit" } } }, "localname": "ProceedsFromLinesOfCredit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromLongTermLinesOfCredit": { "auth_ref": [ "r117" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The cash inflow from a contractual arrangement with the lender, including letter of credit, standby letter of credit and revolving credit arrangements, under which borrowings can be made up to a specific amount at any point in time with maturities due beyond one year or the operating cycle, if longer.", "label": "Proceeds from Long-term Lines of Credit", "terseLabel": "Proceeds from bank borrowings" } } }, "localname": "ProceedsFromLongTermLinesOfCredit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromRepurchaseOfEquity": { "auth_ref": [ "r147" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 3.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The net cash inflow or outflow resulting from the entity's share transaction.", "label": "Proceeds from (Repurchase of) Equity", "terseLabel": "Share repurchases" } } }, "localname": "ProceedsFromRepurchaseOfEquity", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromSaleAndCollectionOfNotesReceivable": { "auth_ref": [ "r109" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The cash inflow associated with the proceeds from sale of notes receivable, as well as principal collections from a borrowing supported by a written promise to pay an obligation (note receivable).", "label": "Proceeds from Sale and Collection of Notes Receivable", "terseLabel": "Proceeds from note receivable" } } }, "localname": "ProceedsFromSaleAndCollectionOfNotesReceivable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromSaleOfPropertyPlantAndEquipment": { "auth_ref": [ "r111" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 8.0, "parentTag": "us-gaap_NetCashProvidedByUsedInInvestingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The cash inflow from the sale of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale.", "label": "Proceeds from Sale of Property, Plant, and Equipment", "terseLabel": "Proceeds from Sale of Property, Plant, and Equipment" } } }, "localname": "ProceedsFromSaleOfPropertyPlantAndEquipment", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ProceedsFromStockOptionsExercised": { "auth_ref": [ "r116", "r347" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 1.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of cash inflow from exercise of option under share-based payment arrangement.", "label": "Proceeds from Stock Options Exercised", "terseLabel": "Proceeds from exercises of stock options" } } }, "localname": "ProceedsFromStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Property, Plant and Equipment [Abstract]" } } }, "localname": "PropertyPlantAndEquipmentAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentByTypeAxis": { "auth_ref": [ "r52", "r251" ], "lang": { "en-US": { "role": { "documentation": "Information by type of long-lived, physical assets used to produce goods and services and not intended for resale.", "label": "Property, Plant and Equipment, Type [Axis]", "terseLabel": "Property, Plant and Equipment, Type [Axis]" } } }, "localname": "PropertyPlantAndEquipmentByTypeAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentDisclosureTextBlock": { "auth_ref": [ "r257" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, accounting policies and methodology, roll forwards, depreciation, depletion and amortization expense, including composite depreciation, accumulated depreciation, depletion and amortization expense, useful lives and method used, income statement disclosures, assets held for sale and public utility disclosures.", "label": "Property, Plant and Equipment Disclosure [Text Block]", "terseLabel": "Property and Equipment, Net" } } }, "localname": "PropertyPlantAndEquipmentDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNet" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentEstimatedUsefulLives": { "auth_ref": [ "r136", "r247" ], "lang": { "en-US": { "role": { "documentation": "Describes the periods of time over which an entity anticipates to receive utility from its property, plant and equipment (that is, the periods of time over which an entity allocates the initial cost of its property, plant and equipment).", "label": "Property, Plant and Equipment, Estimated Useful Lives", "terseLabel": "Depreciated over and estimated useful life" } } }, "localname": "PropertyPlantAndEquipmentEstimatedUsefulLives", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentGross": { "auth_ref": [ "r51", "r249" ], "calculation": { "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail": { "order": 1.0, "parentTag": "us-gaap_PropertyPlantAndEquipmentNet", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount before accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property, Plant and Equipment, Gross", "terseLabel": "Property and equipment" } } }, "localname": "PropertyPlantAndEquipmentGross", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Property, Plant and Equipment [Line Items]", "terseLabel": "Property, Plant and Equipment [Line Items]" } } }, "localname": "PropertyPlantAndEquipmentLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail" ], "xbrltype": "stringItemType" }, "us-gaap_PropertyPlantAndEquipmentNet": { "auth_ref": [ "r31", "r32", "r251", "r565" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 1.0, "parentTag": "us-gaap_Assets", "weight": 1.0 }, "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount after accumulated depreciation, depletion and amortization of physical assets used in the normal conduct of business to produce goods and services and not intended for resale. Examples include, but are not limited to, land, buildings, machinery and equipment, office equipment, and furniture and fixtures.", "label": "Property, Plant and Equipment, Net", "terseLabel": "Property and equipment, net", "totalLabel": "Property and equipment, net" } } }, "localname": "PropertyPlantAndEquipmentNet", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_PropertyPlantAndEquipmentPolicyTextBlock": { "auth_ref": [ "r50", "r136", "r251" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for long-lived, physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, basis of assets, depreciation and depletion methods used, including composite deprecation, estimated useful lives, capitalization policy, accounting treatment for costs incurred for repairs and maintenance, capitalized interest and the method it is calculated, disposals and impairments.", "label": "Property, Plant and Equipment, Policy [Policy Text Block]", "terseLabel": "Property and Equipment" } } }, "localname": "PropertyPlantAndEquipmentPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTextBlock": { "auth_ref": [ "r31", "r251" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table Text Block]", "terseLabel": "Schedule of Property and Equipment" } } }, "localname": "PropertyPlantAndEquipmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_PropertyPlantAndEquipmentTypeDomain": { "auth_ref": [ "r31", "r249" ], "lang": { "en-US": { "role": { "documentation": "Listing of long-lived, physical assets that are used in the normal conduct of business to produce goods and services and not intended for resale. Examples include land, buildings, machinery and equipment, and other types of furniture and equipment including, but not limited to, office equipment, furniture and fixtures, and computer equipment and software.", "label": "Property, Plant and Equipment, Type [Domain]", "terseLabel": "Property, Plant and Equipment, Type [Domain]" } } }, "localname": "PropertyPlantAndEquipmentTypeDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_ProvisionForDoubtfulAccounts": { "auth_ref": [ "r96", "r207" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 7.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of expense (reversal of expense) for expected credit loss on accounts receivable.", "label": "Accounts Receivable, Credit Loss Expense (Reversal)", "terseLabel": "Accounts Receivable, Credit Loss Expense (Reversal)" } } }, "localname": "ProvisionForDoubtfulAccounts", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_QuarterlyFinancialInformationDisclosureAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Quarterly Financial Information Disclosure [Abstract]" } } }, "localname": "QuarterlyFinancialInformationDisclosureAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_QuarterlyFinancialInformationTextBlock": { "auth_ref": [ "r173" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for quarterly financial data. Includes, but is not limited to, tabular presentation of financial information for fiscal quarters, effect of year-end adjustments, and an explanation of matters or transactions that affect comparability of the information.", "label": "Quarterly Financial Information [Text Block]", "terseLabel": "Selected Quarterly Financial Data (unaudited)" } } }, "localname": "QuarterlyFinancialInformationTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnaudited" ], "xbrltype": "textBlockItemType" }, "us-gaap_ReasonablyPossibleSignificantChangeInUnrecognizedTaxBenefitsByItemAxis": { "auth_ref": [ "r379" ], "lang": { "en-US": { "role": { "documentation": "Information by nature of uncertainty related to unrecognized tax benefits.", "label": "Nature of Uncertainty [Axis]", "terseLabel": "Nature of Uncertainty [Axis]" } } }, "localname": "ReasonablyPossibleSignificantChangeInUnrecognizedTaxBenefitsByItemAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ReceivablesPolicyTextBlock": { "auth_ref": [ "r136", "r201", "r203", "r204", "r205" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for receivable. Includes, but is not limited to, accounts receivable and financing receivable.", "label": "Receivable [Policy Text Block]", "terseLabel": "Allowances for Doubtful Accounts and Unbilled Services" } } }, "localname": "ReceivablesPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ReconciliationOfAssetsFromSegmentToConsolidatedTextBlock": { "auth_ref": [ "r191", "r193" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of all significant reconciling items in the reconciliation of total assets from reportable segments to the entity's consolidated assets.", "label": "Reconciliation of Assets from Segment to Consolidated [Table Text Block]", "terseLabel": "Segment Assets" } } }, "localname": "ReconciliationOfAssetsFromSegmentToConsolidatedTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]", "terseLabel": "Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward]" } } }, "localname": "ReconciliationOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForward", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_RelatedPartyDomain": { "auth_ref": [ "r525" ], "lang": { "en-US": { "role": { "documentation": "Related parties include affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party [Domain]", "terseLabel": "Related Party [Domain]" } } }, "localname": "RelatedPartyDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails" ], "xbrltype": "domainItemType" }, "us-gaap_RelatedPartyTransactionsByRelatedPartyAxis": { "auth_ref": [ "r317", "r522", "r524", "r533", "r534", "r535", "r536", "r537", "r538", "r539", "r540", "r541", "r542", "r543", "r544" ], "lang": { "en-US": { "role": { "documentation": "Information by type of related party. Related parties include, but not limited to, affiliates; other entities for which investments are accounted for by the equity method by the entity; trusts for benefit of employees; and principal owners, management, and members of immediate families. It also may include other parties with which the entity may control or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests.", "label": "Related Party [Axis]", "terseLabel": "Related Party [Axis]" } } }, "localname": "RelatedPartyTransactionsByRelatedPartyAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RepaymentsOfConvertibleDebt": { "auth_ref": [ "r119" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 6.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow from the repayment of a long-term debt instrument which can be exchanged for a specified amount of another security, typically the entity's common stock, at the option of the issuer or the holder.", "label": "Repayments of Convertible Debt", "negatedTerseLabel": "Repayments of Convertible Debt" } } }, "localname": "RepaymentsOfConvertibleDebt", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_RepaymentsOfDebt": { "auth_ref": [ "r119" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow during the period from the repayment of aggregate short-term and long-term debt. Excludes payment of capital lease obligations.", "label": "Repayments of Debt", "terseLabel": "Repayments of Debt" } } }, "localname": "RepaymentsOfDebt", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_RepaymentsOfLongTermDebt": { "auth_ref": [ "r119" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 5.0, "parentTag": "us-gaap_NetCashProvidedByUsedInFinancingActivities", "weight": -1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cash outflow for debt initially having maturity due after one year or beyond the normal operating cycle, if longer.", "label": "Repayments of Long-term Debt", "negatedLabel": "Repayments of bank borrowings" } } }, "localname": "RepaymentsOfLongTermDebt", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ReportingUnitAxis": { "auth_ref": [ "r228", "r229" ], "lang": { "en-US": { "role": { "documentation": "Information by reporting unit.", "label": "Reporting Unit [Axis]", "terseLabel": "Reporting Unit [Axis]" } } }, "localname": "ReportingUnitAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ReportingUnitDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Level of reporting at which goodwill is tested for impairment.", "label": "Reporting Unit [Domain]", "terseLabel": "Reporting Unit [Domain]" } } }, "localname": "ReportingUnitDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ReportingUnitPercentageOfFairValueInExcessOfCarryingAmount": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Percentage of fair value of reporting unit in excess of carrying amount.", "label": "Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount", "terseLabel": "Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount" } } }, "localname": "ReportingUnitPercentageOfFairValueInExcessOfCarryingAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail" ], "xbrltype": "percentItemType" }, "us-gaap_ResearchDevelopmentAndComputerSoftwarePolicyTextBlock": { "auth_ref": [ "r53", "r136", "r243", "r244", "r576" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for its research and development and computer software activities including the accounting treatment for costs incurred for (1) research and development activities, (2) development of computer software for internal use, (3) computer software to be sold, leased or otherwise marketed as a separate product or as part of a product or process and (4) in-process research and development acquired in a purchase business combination.", "label": "Research, Development, and Computer Software, Policy [Policy Text Block]", "terseLabel": "Software Development Costs" } } }, "localname": "ResearchDevelopmentAndComputerSoftwarePolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestrictedStockMember": { "auth_ref": [ "r164" ], "lang": { "en-US": { "role": { "documentation": "Stock including a provision that prohibits sale or substantive sale of an equity instrument for a specified period of time or until specified performance conditions are met.", "label": "Restricted Stock [Member]", "terseLabel": "Restricted Stock Awards [Member]" } } }, "localname": "RestrictedStockMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "domainItemType" }, "us-gaap_RestructuringAndRelatedActivitiesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Restructuring and Related Activities [Abstract]" } } }, "localname": "RestructuringAndRelatedActivitiesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_RestructuringAndRelatedActivitiesDisclosureTextBlock": { "auth_ref": [ "r272" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for restructuring and related activities. Description of restructuring activities such as exit and disposal activities, include facts and circumstances leading to the plan, the expected plan completion date, the major types of costs associated with the plan activities, total expected costs, the accrual balance at the end of the period, and the periods over which the remaining accrual will be settled.", "label": "Restructuring and Related Activities Disclosure [Text Block]", "terseLabel": "Restructuring Charges" } } }, "localname": "RestructuringAndRelatedActivitiesDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringCharges" ], "xbrltype": "textBlockItemType" }, "us-gaap_RestructuringCharges": { "auth_ref": [ "r128", "r258", "r264", "r269" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 2.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of expenses associated with exit or disposal activities pursuant to an authorized plan. Excludes expenses related to a discontinued operation or an asset retirement obligation.", "label": "Restructuring Charges", "terseLabel": "Restructuring charges (1)", "verboseLabel": "Restructuring additions" } } }, "localname": "RestructuringCharges", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringChargesMember": { "auth_ref": [ "r260", "r264", "r270" ], "lang": { "en-US": { "role": { "documentation": "Primary financial statement caption in which the reported facts about restructuring charges have been included.", "label": "Restructuring Charges [Member]", "terseLabel": "Restructuring Charges [Member]" } } }, "localname": "RestructuringChargesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_RestructuringCostAndReserveAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by type of restructuring cost.", "label": "Restructuring Type [Axis]", "terseLabel": "Restructuring Type [Axis]" } } }, "localname": "RestructuringCostAndReserveAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringCostAndReserveLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Restructuring Cost and Reserve [Line Items]", "terseLabel": "Restructuring Charges [Line Items]" } } }, "localname": "RestructuringCostAndReserveLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringPlanAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by individual restructuring plan.", "label": "Restructuring Plan [Axis]", "terseLabel": "Restructuring Plan [Axis]" } } }, "localname": "RestructuringPlanAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_RestructuringPlanDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Identification of the individual restructuring plans.", "label": "Restructuring Plan [Domain]", "terseLabel": "Restructuring Plan [Domain]" } } }, "localname": "RestructuringPlanDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_RestructuringReserve": { "auth_ref": [ "r259", "r266" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Carrying amount (including both current and noncurrent portions of the accrual) as of the balance sheet date pertaining to a specified type of cost associated with exit from or disposal of business activities or restructuring pursuant to a duly authorized plan.", "label": "Restructuring Reserve", "periodEndLabel": "Restructuring reserve, period end", "periodStartLabel": "Restructuring reserve, period start", "terseLabel": "Restructuring charge liability" } } }, "localname": "RestructuringReserve", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserveAcceleratedDepreciation": { "auth_ref": [], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of accelerated depreciation charged against earnings associated with exit from or disposal of business activities or restructuring plan.", "label": "Restructuring and Related Cost, Accelerated Depreciation", "terseLabel": "Restructuring and Related Cost, Accelerated Depreciation" } } }, "localname": "RestructuringReserveAcceleratedDepreciation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserveAccrualAdjustment1": { "auth_ref": [ "r258", "r265" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of expense (reversal of expense) which increases (decreases) the restructuring reserve from an adjustment to a previously accrued restructuring liability.", "label": "Restructuring Reserve, Accrual Adjustment", "terseLabel": "Restructuring reserve adjustments" } } }, "localname": "RestructuringReserveAccrualAdjustment1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RestructuringReserveRollForward": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Restructuring Reserve [Roll Forward]", "terseLabel": "Restructuring Reserve [Roll Forward]" } } }, "localname": "RestructuringReserveRollForward", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RetainedEarningsAccumulatedDeficit": { "auth_ref": [ "r41", "r293", "r563" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 4.0, "parentTag": "us-gaap_StockholdersEquity", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings (Accumulated Deficit)", "terseLabel": "Retained earnings" } } }, "localname": "RetainedEarningsAccumulatedDeficit", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_RetainedEarningsMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "The cumulative amount of the reporting entity's undistributed earnings or deficit.", "label": "Retained Earnings [Member]", "terseLabel": "Retained Earnings [Member]" } } }, "localname": "RetainedEarningsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "domainItemType" }, "us-gaap_RevenueFromContractWithCustomerAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Revenue from Contract with Customer [Abstract]" } } }, "localname": "RevenueFromContractWithCustomerAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_RevenueFromContractWithCustomerIncludingAssessedTax": { "auth_ref": [ "r303", "r304" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_Revenues", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount, including tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value-added and excise.", "label": "Revenue from Contract with Customer, Including Assessed Tax", "terseLabel": "Revenue from Contract with Customer, Including Assessed Tax" } } }, "localname": "RevenueFromContractWithCustomerIncludingAssessedTax", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueFromContractWithCustomerTextBlock": { "auth_ref": [ "r311" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.", "label": "Revenue from Contract with Customer [Text Block]", "terseLabel": "Revenue from Contract with Customer [Text Block]" } } }, "localname": "RevenueFromContractWithCustomerTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesRevenue" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueRecognitionPolicyTextBlock": { "auth_ref": [ "r137", "r138" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for revenue. Includes revenue from contract with customer and from other sources.", "label": "Revenue [Policy Text Block]", "terseLabel": "Revenue Recognition" } } }, "localname": "RevenueRecognitionPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_RevenueRemainingPerformanceObligation": { "auth_ref": [ "r301" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of transaction price allocated to performance obligation that has not been recognized as revenue.", "label": "Revenue, Remaining Performance Obligation, Amount", "terseLabel": "Revenue, Remaining Performance Obligation, Amount" } } }, "localname": "RevenueRemainingPerformanceObligation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesPerformanceObligationsInformationDetails", "http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesPerformanceObligationsInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1": { "auth_ref": [ "r302" ], "lang": { "en-US": { "role": { "documentation": "Period in which remaining performance obligation is expected to be recognized as revenue, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionPeriod1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesPerformanceObligationsInformationDetails" ], "xbrltype": "durationItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis": { "auth_ref": [ "r302" ], "lang": { "en-US": { "role": { "documentation": "Start date of time band for expected timing of satisfaction of remaining performance obligation, in CCYY-MM-DD format.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionStartDateAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesPerformanceObligationsInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionTable": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Disclosure of information about expected timing for satisfying remaining performance obligation.", "label": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table]", "terseLabel": "Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table]" } } }, "localname": "RevenueRemainingPerformanceObligationExpectedTimingOfSatisfactionTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RevenuesPerformanceObligationsInformationDetails" ], "xbrltype": "stringItemType" }, "us-gaap_Revenues": { "auth_ref": [ "r91", "r185", "r186", "r194" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_OperatingIncomeLoss", "weight": 1.0 } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).", "label": "Revenues", "terseLabel": "Total revenues and reimbursable expenses", "totalLabel": "Total revenues and reimbursable expenses" } } }, "localname": "Revenues", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_RevenuesAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Revenues [Abstract]", "terseLabel": "Revenues and reimbursable expenses:" } } }, "localname": "RevenuesAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "stringItemType" }, "us-gaap_RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability": { "auth_ref": [ "r516", "r521" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of increase in right-of-use asset obtained in exchange for operating lease liability.", "label": "Right-of-Use Asset Obtained in Exchange for Operating Lease Liability", "terseLabel": "Right-of-Use Asset Obtained in Exchange for Operating Lease Liability" } } }, "localname": "RightOfUseAssetObtainedInExchangeForOperatingLeaseLiability", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseAdditionalInformationDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_ScheduleOfAccumulatedOtherComprehensiveIncomeLossTableTextBlock": { "auth_ref": [ "r78" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the components of accumulated other comprehensive income (loss).", "label": "Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]", "terseLabel": "Components of Accumulated Other Comprehensive Loss, Net of Tax" } } }, "localname": "ScheduleOfAccumulatedOtherComprehensiveIncomeLossTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock": { "auth_ref": [ "r233" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the characteristics, including initial carrying value, residual amount, weighted average useful life, of finite-lived intangible assets acquired during the period by major class. A major class is composed of intangible assets that can be grouped together because they are similar, either by nature or by their use in the operations of the company.", "label": "Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block]", "terseLabel": "Intangible Assets" } } }, "localname": "ScheduleOfAcquiredFiniteLivedIntangibleAssetsByMajorClassTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable": { "auth_ref": [ "r164" ], "lang": { "en-US": { "role": { "documentation": "Schedule for securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by Antidilutive Securities.", "label": "Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table]", "terseLabel": "Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table]" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock": { "auth_ref": [ "r164" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of securities (including those issuable pursuant to contingent stock agreements) that could potentially dilute basic earnings per share (EPS) in the future that were not included in the computation of diluted EPS because to do so would increase EPS amounts or decrease loss per share amounts for the period presented, by antidilutive securities.", "label": "Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]", "terseLabel": "Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents" } } }, "localname": "ScheduleOfAntidilutiveSecuritiesExcludedFromComputationOfEarningsPerShareTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfBusinessAcquisitionsByAcquisitionTable": { "auth_ref": [ "r413", "r414" ], "lang": { "en-US": { "role": { "documentation": "Schedule reflecting each material business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities.", "label": "Schedule of Business Acquisitions, by Acquisition [Table]", "terseLabel": "Schedule of Business Acquisitions, by Acquisition [Table]" } } }, "localname": "ScheduleOfBusinessAcquisitionsByAcquisitionTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails", "http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of information pertaining to carrying amount and estimated fair value of short-term and long-term debt instruments or arrangements, including but not limited to, identification of terms, features, and collateral requirements.", "label": "Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block]", "terseLabel": "Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block]" } } }, "localname": "ScheduleOfCarryingValuesAndEstimatedFairValuesOfDebtInstrumentsTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock": { "auth_ref": [ "r397" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the components of income tax expense attributable to continuing operations for each year presented including, but not limited to: current tax expense (benefit), deferred tax expense (benefit), investment tax credits, government grants, the benefits of operating loss carryforwards, tax expense that results from allocating certain tax benefits either directly to contributed capital or to reduce goodwill or other noncurrent intangible assets of an acquired entity, adjustments of a deferred tax liability or asset for enacted changes in tax laws or rates or a change in the tax status of the entity, and adjustments of the beginning-of-the-year balances of a valuation allowance because of a change in circumstances that causes a change in judgment about the realizability of the related deferred tax asset in future years.", "label": "Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]", "terseLabel": "Income Tax Expense for Continuing Operations" } } }, "localname": "ScheduleOfComponentsOfIncomeTaxExpenseBenefitTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDebtInstrumentsTextBlock": { "auth_ref": [ "r62", "r140", "r289", "r290", "r291", "r292", "r493", "r494", "r496", "r558" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.", "label": "Schedule of Long-term Debt Instruments [Table Text Block]", "terseLabel": "Summary of Carrying Amounts of Debt" } } }, "localname": "ScheduleOfDebtInstrumentsTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock": { "auth_ref": [ "r390" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the components of net deferred tax asset or liability recognized in an entity's statement of financial position, including the following: the total of all deferred tax liabilities, the total of all deferred tax assets, the total valuation allowance recognized for deferred tax assets.", "label": "Schedule of Deferred Tax Assets and Liabilities [Table Text Block]", "terseLabel": "Net Deferred Tax Liabilities for Continuing Operations" } } }, "localname": "ScheduleOfDeferredTaxAssetsAndLiabilitiesTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfDerivativesInstrumentsStatementsOfFinancialPerformanceAndFinancialPositionLocationTableTextBlock": { "auth_ref": [ "r456" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of derivative instruments (including nonderivative instruments that are designated and qualify as hedging instruments) of (a) the location and amount of gains and losses reported in the statement of financial performance and (b) the location and fair value amounts of the instruments reported in the statement of financial position.", "label": "Schedule of Derivatives Instruments Statements of Financial Performance and Financial Position, Location [Table Text Block]", "terseLabel": "Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments" } } }, "localname": "ScheduleOfDerivativesInstrumentsStatementsOfFinancialPerformanceAndFinancialPositionLocationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock": { "auth_ref": [ "r165" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of an entity's basic and diluted earnings per share calculations, including a reconciliation of numerators and denominators of the basic and diluted per-share computations for income from continuing operations.", "label": "Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]", "terseLabel": "Reconciliation of Basic and Diluted Earnings Per Share" } } }, "localname": "ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock": { "auth_ref": [ "r376" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the reconciliation using percentage or dollar amounts of the reported amount of income tax expense attributable to continuing operations for the year to the amount of income tax expense that would result from applying domestic federal statutory tax rates to pretax income from continuing operations.", "label": "Schedule of Effective Income Tax Rate Reconciliation [Table Text Block]", "terseLabel": "Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations" } } }, "localname": "ScheduleOfEffectiveIncomeTaxRateReconciliationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock": { "auth_ref": [ "r474", "r475" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of assets and liabilities, including [financial] instruments measured at fair value that are classified in stockholders' equity, if any, that are measured at fair value on a recurring basis. The disclosures contemplated herein include the fair value measurements at the reporting date by the level within the fair value hierarchy in which the fair value measurements in their entirety fall, segregating fair value measurements using quoted prices in active markets for identical assets (Level 1), significant other observable inputs (Level 2), and significant unobservable inputs (Level 3).", "label": "Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]", "terseLabel": "Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]" } } }, "localname": "ScheduleOfFairValueAssetsAndLiabilitiesMeasuredOnRecurringBasisTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsAcquiredAsPartOfBusinessCombinationTextBlock": { "auth_ref": [ "r233" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of finite-lived intangible assets acquired as part of a business combination or through an asset purchase, by major class and in total, including the value of the asset acquired, any significant residual value (the expected value of the asset at the end of its useful life) and the weighted-average amortization period.", "label": "Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block]", "terseLabel": "Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsAcquiredAsPartOfBusinessCombinationTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfFiniteLivedIntangibleAssetsTable": { "auth_ref": [ "r233", "r238" ], "lang": { "en-US": { "role": { "documentation": "Schedule of assets, excluding financial assets and goodwill, lacking physical substance with a finite life.", "label": "Schedule of Finite-Lived Intangible Assets [Table]", "terseLabel": "Schedule of Finite-Lived Intangible Assets [Table]" } } }, "localname": "ScheduleOfFiniteLivedIntangibleAssetsTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfGoodwillTable": { "auth_ref": [ "r227", "r230" ], "lang": { "en-US": { "role": { "documentation": "Schedule of goodwill and the changes during the year due to acquisition, sale, impairment or for other reasons.", "label": "Schedule of Goodwill [Table]", "terseLabel": "Schedule of Goodwill [Table]" } } }, "localname": "ScheduleOfGoodwillTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfGoodwillTextBlock": { "auth_ref": [ "r227", "r230" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.", "label": "Schedule of Goodwill [Table Text Block]", "terseLabel": "Changes in Carrying Amount of Goodwill" } } }, "localname": "ScheduleOfGoodwillTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock": { "auth_ref": [ "r142" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of income before income tax between domestic and foreign jurisdictions.", "label": "Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block]", "terseLabel": "Components of Income from Continuing Operations Before Income Tax Expense" } } }, "localname": "ScheduleOfIncomeBeforeIncomeTaxDomesticAndForeignTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfMaturitiesOfLongTermDebtTableTextBlock": { "auth_ref": [ "r278" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the combined aggregate amount of maturities and sinking fund requirements for all long-term borrowings for each of the five years following the date of the latest balance sheet date presented.", "label": "Schedule of Maturities of Long-term Debt [Table Text Block]", "terseLabel": "Schedule of Maturities of Long-term Debt" } } }, "localname": "ScheduleOfMaturitiesOfLongTermDebtTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock": { "auth_ref": [ "r152", "r154", "r168", "r169", "r172" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of changes in accounting principles, including adoption of new accounting pronouncements, that describes the new methods, amount and effects on financial statement line items.", "label": "Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block]", "terseLabel": "Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block]" } } }, "localname": "ScheduleOfNewAccountingPronouncementsAndChangesInAccountingPrinciplesTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfNonvestedPerformanceBasedUnitsActivityTableTextBlock": { "auth_ref": [ "r334" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the changes in outstanding nonvested performance-based units.", "label": "Schedule of Nonvested Performance-based Units Activity [Table Text Block]", "terseLabel": "Schedule of Performance-Based Stock Activity" } } }, "localname": "ScheduleOfNonvestedPerformanceBasedUnitsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfPropertyPlantAndEquipmentTable": { "auth_ref": [ "r52", "r251" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of information about physical assets used in the normal conduct of business and not intended for resale. Includes, but is not limited to, balances by class of assets, depreciation and depletion expense and method used, including composite depreciation, and accumulated deprecation.", "label": "Property, Plant and Equipment [Table]", "terseLabel": "Property, Plant and Equipment [Table]" } } }, "localname": "ScheduleOfPropertyPlantAndEquipmentTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfQuarterlyFinancialInformationTableTextBlock": { "auth_ref": [ "r170" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of quarterly financial data. Includes, but is not limited to, financial information for fiscal quarters, cumulative effect of a change in accounting principle and earnings per share data.", "label": "Quarterly Financial Information [Table Text Block]", "terseLabel": "Quarterly Financial Information [Table Text Block]" } } }, "localname": "ScheduleOfQuarterlyFinancialInformationTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock": { "auth_ref": [ "r417" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the amounts recognized as of the acquisition date for each major class of assets acquired and liabilities assumed. May include but not limited to the following: (a) acquired receivables; (b) contingencies recognized at the acquisition date; and (c) the fair value of noncontrolling interests in the acquiree.", "label": "Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]", "terseLabel": "Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed" } } }, "localname": "ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfRestructuringAndRelatedCostsTable": { "auth_ref": [ "r262", "r263", "r267" ], "lang": { "en-US": { "role": { "documentation": "Table presenting the description of the restructuring costs, such as the expected cost; the costs incurred during the period; the cumulative costs incurred as of the balance sheet date; the income statement caption within which the restructuring charges recognized for the period are included; and the amount of and periodic changes to an entity's restructuring reserve that occurred during the period associated with the exit from or disposal of business activities or restructurings for each major type of cost by type of restructuring.", "label": "Schedule of Restructuring and Related Costs [Table]", "terseLabel": "Schedule of Restructuring and Related Costs [Table]" } } }, "localname": "ScheduleOfRestructuringAndRelatedCostsTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfRestructuringReserveByTypeOfCostTextBlock": { "auth_ref": [ "r259", "r268" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of an entity's restructuring reserve that occurred during the period associated with the exit from or disposal of business activities or restructurings for each major type of cost. This element may also include a description of any reversal and other adjustment made during the period to the amount of an accrued liability for restructuring activities. This element may be used to encapsulate the roll forward presentations of an entity's restructuring reserve by type of cost and in total, and explanation of changes that occurred in the period.", "label": "Schedule of Restructuring Reserve by Type of Cost [Table Text Block]", "terseLabel": "Schedule of Restructuring Reserve by Type of Cost" } } }, "localname": "ScheduleOfRestructuringReserveByTypeOfCostTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfSegmentReportingInformationBySegmentTable": { "auth_ref": [ "r184", "r189", "r190", "r192", "r227" ], "lang": { "en-US": { "role": { "documentation": "A table disclosing the profit or loss and total assets for each reportable segment of the entity. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.", "label": "Schedule of Segment Reporting Information, by Segment [Table]", "terseLabel": "Schedule of Segment Reporting Information, by Segment [Table]" } } }, "localname": "ScheduleOfSegmentReportingInformationBySegmentTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfSegmentReportingInformationBySegmentTextBlock": { "auth_ref": [ "r184", "r189", "r190", "r192", "r227" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the profit or loss and total assets for each reportable segment. An entity discloses certain information on each reportable segment if the amounts (a) are included in the measure of segment profit or loss reviewed by the chief operating decision maker or (b) are otherwise regularly provided to the chief operating decision maker, even if not included in that measure of segment profit or loss.", "label": "Schedule of Segment Reporting Information, by Segment [Table Text Block]", "terseLabel": "Components of Segment Information" } } }, "localname": "ScheduleOfSegmentReportingInformationBySegmentTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable": { "auth_ref": [ "r323", "r346" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of information about share-based payment arrangement.", "label": "Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table]", "terseLabel": "Schedule of Share-based Compensation Arrangements by Share-based Payment Award [Table]" } } }, "localname": "ScheduleOfShareBasedCompensationArrangementsByShareBasedPaymentAwardTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock": { "auth_ref": [ "r327", "r339", "r341" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure for stock option plans. Includes, but is not limited to, outstanding awards at beginning and end of year, grants, exercises, forfeitures, and weighted-average grant date fair value.", "label": "Share-based Payment Arrangement, Option, Activity [Table Text Block]", "terseLabel": "Schedule of Stock Option Activity" } } }, "localname": "ScheduleOfShareBasedCompensationStockOptionsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Disclosure of the number and weighted-average grant date fair value for restricted stock and restricted stock units that were outstanding at the beginning and end of the year, and the number of restricted stock and restricted stock units that were granted, vested, or forfeited during the year.", "label": "Share-based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block]", "terseLabel": "Schedule of Restricted Stock Activity" } } }, "localname": "ScheduleOfSharebasedCompensationRestrictedStockAndRestrictedStockUnitsActivityTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForwardTableTextBlock": { "auth_ref": [ "r383" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the change in unrecognized tax benefits, excluding amounts pertaining to examined tax returns.", "label": "Schedule of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns Roll Forward [Table Text Block]", "terseLabel": "Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits" } } }, "localname": "ScheduleOfUnrecognizedTaxBenefitsExcludingAmountsPertainingToExaminedTaxReturnsRollForwardTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock": { "auth_ref": [ "r238" ], "lang": { "en-US": { "role": { "documentation": "Tabular disclosure of the amount of amortization expense expected to be recorded in succeeding fiscal years for finite-lived intangible assets.", "label": "Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]", "terseLabel": "Schedule of Finite-Lived Intangible Assets, Future Amortization Expense" } } }, "localname": "ScheduleofFiniteLivedIntangibleAssetsFutureAmortizationExpenseTableTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsTables" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentDiscontinuedOperationsMember": { "auth_ref": [ "r1", "r2", "r3", "r4" ], "lang": { "en-US": { "role": { "documentation": "Component or group of components disposed of or classified as held-for-sale and representing a strategic shift that has or will have a major effect on operations and financial results. Includes a business or nonprofit activity on acquisition classified as held-for-sale.", "label": "Discontinued Operations [Member]", "terseLabel": "Discontinued operations [Member]" } } }, "localname": "SegmentDiscontinuedOperationsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_SegmentDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Components of an entity that engage in business activities from which they may earn revenue and incur expenses, including transactions with other components of the same entity.", "label": "Segments [Domain]", "terseLabel": "Segments [Domain]" } } }, "localname": "SegmentDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail", "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_SegmentReportingAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Segment Reporting [Abstract]" } } }, "localname": "SegmentReportingAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingDisclosureTextBlock": { "auth_ref": [ "r197" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.", "label": "Segment Reporting Disclosure [Text Block]", "terseLabel": "Segment Information" } } }, "localname": "SegmentReportingDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformation" ], "xbrltype": "textBlockItemType" }, "us-gaap_SegmentReportingInformationAdditionalElementsForBankPresentationAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Segment Reporting Information, Additional Elements for Bank Presentation [Abstract]", "terseLabel": "Segment Assets:" } } }, "localname": "SegmentReportingInformationAdditionalElementsForBankPresentationAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingInformationLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Segment Reporting Information [Line Items]", "terseLabel": "Segment Reporting Information [Line Items]" } } }, "localname": "SegmentReportingInformationLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingInformationProfitLossAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Segment Reporting Information, Profit (Loss) [Abstract]", "terseLabel": "Components of Segment Information" } } }, "localname": "SegmentReportingInformationProfitLossAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_SegmentReportingPolicyPolicyTextBlock": { "auth_ref": [ "r136" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for segment reporting.", "label": "Segment Reporting, Policy [Policy Text Block]", "terseLabel": "Segment Reporting" } } }, "localname": "SegmentReportingPolicyPolicyTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SellingGeneralAndAdministrativeExpense": { "auth_ref": [ "r103", "r216" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome": { "order": 1.0, "parentTag": "us-gaap_OperatingExpenses", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The aggregate total costs related to selling a firm's product and services, as well as all other general and administrative expenses. Direct selling expenses (for example, credit, warranty, and advertising) are expenses that can be directly linked to the sale of specific products. Indirect selling expenses are expenses that cannot be directly linked to the sale of specific products, for example telephone expenses, Internet, and postal charges. General and administrative expenses include salaries of non-sales personnel, rent, utilities, communication, etc.", "label": "Selling, General and Administrative Expense", "terseLabel": "Selling, general and administrative expenses" } } }, "localname": "SellingGeneralAndAdministrativeExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensation": { "auth_ref": [ "r127" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows": { "order": 4.0, "parentTag": "us-gaap_NetCashProvidedByUsedInOperatingActivities", "weight": 1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of noncash expense for share-based payment arrangement.", "label": "Share-based Payment Arrangement, Noncash Expense", "terseLabel": "Share-based compensation" } } }, "localname": "ShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1": { "auth_ref": [ "r324" ], "lang": { "en-US": { "role": { "documentation": "Period over which grantee's right to exercise award under share-based payment arrangement is no longer contingent on satisfaction of service or performance condition, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents reported fact of one year, five months, and thirteen days. Includes, but is not limited to, combination of market, performance or service condition.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period", "terseLabel": "Award vesting period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardAwardVestingPeriod1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "durationItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod": { "auth_ref": [ "r332" ], "lang": { "en-US": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that were forfeited during the reporting period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period", "negatedLabel": "Forfeited, number of shares", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeitedInPeriod", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue": { "auth_ref": [ "r338" ], "lang": { "en-US": { "role": { "documentation": "Weighted average fair value as of the grant date of equity-based award plans other than stock (unit) option plans that were not exercised or put into effect as a result of the occurrence of a terminating event.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeitures, Weighted Average Grant Date Fair Value", "terseLabel": "Forfeited, weighted average grant date fair value (in USD per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsForfeituresWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod": { "auth_ref": [ "r336" ], "lang": { "en-US": { "role": { "documentation": "The number of grants made during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period", "terseLabel": "Granted, number of shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriod", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r336" ], "lang": { "en-US": { "role": { "documentation": "The weighted average fair value at grant date for nonvested equity-based awards issued during the period on other than stock (or unit) option plans (for example, phantom stock or unit plan, stock or unit appreciation rights plan, performance target plan).", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value", "verboseLabel": "Weighted average grant date fair value (in USD per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsGrantsInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber": { "auth_ref": [ "r335" ], "lang": { "en-US": { "role": { "documentation": "The number of non-vested equity-based payment instruments, excluding stock (or unit) options, that validly exist and are outstanding as of the balance sheet date.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number", "periodEndLabel": "Nonvested stock, number of shares, ending balance", "periodStartLabel": "Nonvested stock, number of shares, beginning balance", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedNumber", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedRollForward": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]", "terseLabel": "Total", "verboseLabel": "Number of Shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedRollForward", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue": { "auth_ref": [ "r335" ], "lang": { "en-US": { "role": { "documentation": "Per share or unit weighted-average fair value of nonvested award under share-based payment arrangement. Excludes share and unit options.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value", "periodEndLabel": "Nonvested stock, weighted average grant date fair value, ending balance (in USD per share)", "periodStartLabel": "Nonvested stock, weighted average grant date fair value, beginning balance (in USD per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValueRollForward": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]", "terseLabel": "Weighted Average Grant Date Fair Value (in dollars)", "verboseLabel": "Weighted Average Grant Date Fair Value (in dollars)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsNonvestedWeightedAverageGrantDateFairValueRollForward", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod": { "auth_ref": [ "r337" ], "lang": { "en-US": { "role": { "documentation": "The number of equity-based payment instruments, excluding stock (or unit) options, that vested during the reporting period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period", "negatedTerseLabel": "Vested, number of shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriod", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodTotalFairValue": { "auth_ref": [ "r340" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Fair value of share-based awards for which the grantee gained the right by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value", "terseLabel": "Aggregate fair value of stock vested" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodTotalFairValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue": { "auth_ref": [ "r337" ], "lang": { "en-US": { "role": { "documentation": "The weighted average fair value as of grant date pertaining to an equity-based award plan other than a stock (or unit) option plan for which the grantee gained the right during the reporting period, by satisfying service and performance requirements, to receive or retain shares or units, other instruments, or cash in accordance with the terms of the arrangement.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value", "terseLabel": "Vested, weighted average grant date fair value (in USD per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardEquityInstrumentsOtherThanOptionsVestedInPeriodWeightedAverageGrantDateFairValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Share-based Compensation Arrangement by Share-based Payment Award [Line Items]", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award [Line Items]" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfAdditionalSharesAuthorized": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Number of additional shares authorized for issuance under share-based payment arrangement.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfAdditionalSharesAuthorized", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAvailableForGrant": { "auth_ref": [ "r346" ], "lang": { "en-US": { "role": { "documentation": "The difference between the maximum number of shares (or other type of equity) authorized for issuance under the plan (including the effects of amendments and adjustments), and the sum of: 1) the number of shares (or other type of equity) already issued upon exercise of options or other equity-based awards under the plan; and 2) shares (or other type of equity) reserved for issuance on granting of outstanding awards, net of cancellations and forfeitures, if applicable.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant", "terseLabel": "Shares available for issuance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardNumberOfSharesAvailableForGrant", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableNumber": { "auth_ref": [ "r330" ], "lang": { "en-US": { "role": { "documentation": "The number of shares into which fully or partially vested stock options outstanding as of the balance sheet date can be currently converted under the option plan.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number", "terseLabel": "Exercisable, shares, ending balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableNumber", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice": { "auth_ref": [ "r330" ], "lang": { "en-US": { "role": { "documentation": "The weighted-average price as of the balance sheet date at which grantees can acquire the shares reserved for issuance on vested portions of options outstanding and currently exercisable under the stock option plan.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price", "terseLabel": "Exercisable, weighted average exercise price (in USD per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisableWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue": { "auth_ref": [ "r340" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of accumulated difference between fair value of underlying shares on dates of exercise and exercise price on options exercised (or share units converted) into shares.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsExercisesInPeriodTotalIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriod": { "auth_ref": [ "r333" ], "lang": { "en-US": { "role": { "documentation": "For presentations that combine terminations, the number of shares under options that were cancelled during the reporting period as a result of occurrence of a terminating event specified in contractual agreements pertaining to the stock option plan or that expired.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period", "negatedTerseLabel": "Forfeited or expired, shares" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsForfeituresAndExpirationsInPeriod", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Gross number of share options (or share units) granted during the period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross", "verboseLabel": "Stock option awards granted" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsGrantsInPeriodGross", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue": { "auth_ref": [ "r346" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount by which the current fair value of the underlying stock exceeds the exercise price of options outstanding.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value", "periodEndLabel": "Aggregate intrinsic value, option outstanding, ending balance", "periodStartLabel": "Aggregate intrinsic value, option outstanding, beginning balance" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingIntrinsicValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber": { "auth_ref": [ "r329", "r346" ], "lang": { "en-US": { "role": { "documentation": "Number of options outstanding, including both vested and non-vested options.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number", "periodEndLabel": "Outstanding, shares, ending balance", "periodStartLabel": "Outstanding, shares, beginning balance", "terseLabel": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingNumber", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingRollForward": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "A roll forward is a reconciliation of a concept from the beginning of a period to the end of a period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]", "terseLabel": "Number of Options (in thousands)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingRollForward", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice": { "auth_ref": [ "r328" ], "lang": { "en-US": { "role": { "documentation": "Weighted average price at which grantees can acquire the shares reserved for issuance under the stock option plan.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price", "periodEndLabel": "Ending balance, weighted average exercise price (in USD per share)", "periodStartLabel": "Beginning balance, weighted average exercise price (in USD per share)" } } }, "localname": "ShareBasedCompensationArrangementByShareBasedPaymentAwardOptionsOutstandingWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain": { "auth_ref": [ "r321", "r325" ], "lang": { "en-US": { "role": { "documentation": "Award under share-based payment arrangement.", "label": "Award Type [Domain]", "terseLabel": "Award Type [Domain]" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardAwardTypeAndPlanNameDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Weighted average price at which option holders acquired shares when converting their stock options into shares.", "label": "Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price", "terseLabel": "Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price" } } }, "localname": "ShareBasedCompensationArrangementsByShareBasedPaymentAwardOptionsExercisesInPeriodWeightedAverageExercisePrice", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareBasedCompensationOptionAndIncentivePlansPolicy": { "auth_ref": [ "r136", "r323", "r326" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for award under share-based payment arrangement. Includes, but is not limited to, methodology and assumption used in measuring cost.", "label": "Share-based Payment Arrangement [Policy Text Block]", "terseLabel": "Share-Based Compensation" } } }, "localname": "ShareBasedCompensationOptionAndIncentivePlansPolicy", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SharePrice": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Price of a single share of a number of saleable stocks of a company.", "label": "Share Price", "terseLabel": "Share Price" } } }, "localname": "SharePrice", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail" ], "xbrltype": "perShareItemType" }, "us-gaap_ShareRepurchaseProgramAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by share repurchase program.", "label": "Share Repurchase Program [Axis]", "terseLabel": "Share Repurchase Program [Axis]" } } }, "localname": "ShareRepurchaseProgramAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_ShareRepurchaseProgramDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Name of the share repurchase program.", "label": "Share Repurchase Program [Domain]", "terseLabel": "Share Repurchase Program [Domain]" } } }, "localname": "ShareRepurchaseProgramDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1": { "auth_ref": [ "r346" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of difference between fair value of the underlying shares reserved for issuance and exercise price of vested portions of options outstanding and currently exercisable.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value", "terseLabel": "Aggregate intrinsic value, options exercisable, ending balance" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableIntrinsicValue1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1": { "auth_ref": [ "r346" ], "lang": { "en-US": { "role": { "documentation": "Weighted average remaining contractual term for vested portions of options outstanding and currently exercisable or convertible, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term", "terseLabel": "Weighted-average remaining contractual term (years), options exercisable" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsExercisableWeightedAverageRemainingContractualTerm1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "durationItemType" }, "us-gaap_SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2": { "auth_ref": [ "r342" ], "lang": { "en-US": { "role": { "documentation": "Weighted average remaining contractual term for option awards outstanding, in 'PnYnMnDTnHnMnS' format, for example, 'P1Y5M13D' represents the reported fact of one year, five months, and thirteen days.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term", "terseLabel": "Weighted-average remaining contractual term (years), option outstanding" } } }, "localname": "SharebasedCompensationArrangementBySharebasedPaymentAwardOptionsOutstandingWeightedAverageRemainingContractualTerm2", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "durationItemType" }, "us-gaap_SharesIssued": { "auth_ref": [ "r288" ], "lang": { "en-US": { "role": { "documentation": "Number of shares of stock issued as of the balance sheet date, including shares that had been issued and were previously outstanding but which are now held in the treasury.", "label": "Shares, Issued", "negatedPeriodEndLabel": "Ending balance, shares", "negatedPeriodStartLabel": "Beginning balance, shares" } } }, "localname": "SharesIssued", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_SharesPaidForTaxWithholdingForShareBasedCompensation": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Number of shares used to settle grantee's tax withholding obligation for award under share-based payment arrangement.", "label": "Share-based Payment Arrangement, Shares Withheld for Tax Withholding Obligation", "negatedLabel": "Shares redeemed for employee tax withholdings, shares" } } }, "localname": "SharesPaidForTaxWithholdingForShareBasedCompensation", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_ShortTermLeaseCost": { "auth_ref": [ "r512", "r521" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of short-term lease cost, excluding expense for lease with term of one month or less.", "label": "Short-term Lease, Cost", "terseLabel": "Short-term Lease, Cost" } } }, "localname": "ShortTermLeaseCost", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfLeaseCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SignificantAccountingPoliciesTextBlock": { "auth_ref": [ "r151" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for all significant accounting policies of the reporting entity.", "label": "Significant Accounting Policies [Text Block]", "terseLabel": "Summary of Significant Accounting Policies" } } }, "localname": "SignificantAccountingPoliciesTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_SignificantChangeInUnrecognizedTaxBenefitsIsReasonablyPossibleNatureOfUncertaintyDomain": { "auth_ref": [ "r379" ], "lang": { "en-US": { "role": { "documentation": "The nature of the uncertainty for which it is reasonably possible that the total amount of the unrecognized tax benefit will significantly increase or decrease within twelve months of the balance sheet date.", "label": "Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Nature of Uncertainty [Domain]", "terseLabel": "Significant Change in Unrecognized Tax Benefits is Reasonably Possible, Nature of Uncertainty [Domain]" } } }, "localname": "SignificantChangeInUnrecognizedTaxBenefitsIsReasonablyPossibleNatureOfUncertaintyDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_SoftwareServiceSupportAndMaintenanceArrangementMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Category of deferred revenue by arrangement wherein an entity agrees to debug, revise and maintain software, under which fees are taken into income as performance occurs.", "label": "Software Service, Support and Maintenance Arrangement [Member]", "terseLabel": "Software Service, Support and Maintenance Arrangement [Member]" } } }, "localname": "SoftwareServiceSupportAndMaintenanceArrangementMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_StateAndLocalJurisdictionMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Designated tax department of a state or local government entitled to levy and collect income taxes from the entity.", "label": "State and Local Jurisdiction [Member]", "terseLabel": "State and Local Jurisdiction [Member]" } } }, "localname": "StateAndLocalJurisdictionMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_StatementBusinessSegmentsAxis": { "auth_ref": [ "r10", "r189", "r227", "r253", "r261", "r271", "r573" ], "lang": { "en-US": { "role": { "documentation": "Information by business segments.", "label": "Segments [Axis]", "terseLabel": "Segments [Axis]" } } }, "localname": "StatementBusinessSegmentsAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail", "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails", "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail", "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_StatementEquityComponentsAxis": { "auth_ref": [ "r66", "r288" ], "lang": { "en-US": { "role": { "documentation": "Information by component of equity.", "label": "Equity Components [Axis]", "terseLabel": "Equity Components [Axis]" } } }, "localname": "StatementEquityComponentsAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_StatementLineItems": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.", "label": "Statement [Line Items]", "terseLabel": "Statement [Line Items]" } } }, "localname": "StatementLineItems", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_StatementOfCashFlowsAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Statement of Cash Flows [Abstract]" } } }, "localname": "StatementOfCashFlowsAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfFinancialPositionAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Statement of Financial Position [Abstract]" } } }, "localname": "StatementOfFinancialPositionAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfIncomeAndComprehensiveIncomeAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Statement of Comprehensive Income [Abstract]" } } }, "localname": "StatementOfIncomeAndComprehensiveIncomeAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementOfStockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Statement of Stockholders' Equity [Abstract]" } } }, "localname": "StatementOfStockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "xbrltype": "stringItemType" }, "us-gaap_StatementTable": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Schedule reflecting a Statement of Income, Statement of Cash Flows, Statement of Financial Position, Statement of Shareholders' Equity and Other Comprehensive Income, or other statement as needed.", "label": "Statement [Table]", "terseLabel": "Statement [Table]" } } }, "localname": "StatementTable", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "stringItemType" }, "us-gaap_StockIssued1": { "auth_ref": [ "r133", "r134", "r135" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "The fair value of stock issued in noncash financing activities.", "label": "Stock Issued", "terseLabel": "Common stock issued related to business acquisition" } } }, "localname": "StockIssued1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodSharesAcquisitions": { "auth_ref": [ "r37", "r38", "r293" ], "lang": { "en-US": { "role": { "documentation": "Number of shares of stock issued during the period pursuant to acquisitions.", "label": "Stock Issued During Period, Shares, Acquisitions", "terseLabel": "Stock Issued During Period, Shares, Acquisitions" } } }, "localname": "StockIssuedDuringPeriodSharesAcquisitions", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures": { "auth_ref": [ "r37", "r38", "r288", "r293" ], "lang": { "en-US": { "role": { "documentation": "Number of shares issued during the period related to Restricted Stock Awards, net of any shares forfeited.", "label": "Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures", "negatedTerseLabel": "Restricted stock awards, net of cancellations, shares" } } }, "localname": "StockIssuedDuringPeriodSharesRestrictedStockAwardNetOfForfeitures", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised": { "auth_ref": [ "r37", "r38", "r288", "r293", "r331" ], "lang": { "en-US": { "role": { "documentation": "Number of share options (or share units) exercised during the current period.", "label": "Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period", "negatedTerseLabel": "Exercise of stock options, shares", "terseLabel": "Exercise of stock options, shares" } } }, "localname": "StockIssuedDuringPeriodSharesStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_StockIssuedDuringPeriodValueAcquisitions": { "auth_ref": [ "r66", "r288", "r293" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Value of stock issued pursuant to acquisitions during the period.", "label": "Stock Issued During Period, Value, Acquisitions", "terseLabel": "Stock Issued During Period, Value, Acquisitions" } } }, "localname": "StockIssuedDuringPeriodValueAcquisitions", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueRestrictedStockAwardNetOfForfeitures": { "auth_ref": [ "r288", "r293" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Value of stock related to Restricted Stock Awards issued during the period, net of the stock value of such awards forfeited.", "label": "Stock Issued During Period, Value, Restricted Stock Award, Net of Forfeitures", "terseLabel": "Restricted stock awards, net of cancellations" } } }, "localname": "StockIssuedDuringPeriodValueRestrictedStockAwardNetOfForfeitures", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised": { "auth_ref": [ "r66", "r288", "r293" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Value of stock issued as a result of the exercise of stock options.", "label": "Stock Issued During Period, Value, Stock Options Exercised", "terseLabel": "Stock Issued During Period, Value, Stock Options Exercised" } } }, "localname": "StockIssuedDuringPeriodValueStockOptionsExercised", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockRepurchaseProgramAuthorizedAmount1": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of stock repurchase plan authorized.", "label": "Stock Repurchase Program, Authorized Amount", "terseLabel": "Share repurchase authorized amount" } } }, "localname": "StockRepurchaseProgramAuthorizedAmount1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockRepurchaseProgramRemainingAuthorizedRepurchaseAmount1": { "auth_ref": [], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount remaining of a stock repurchase plan authorized.", "label": "Stock Repurchase Program, Remaining Authorized Repurchase Amount", "terseLabel": "Stock Repurchase Program, Remaining Authorized Repurchase Amount" } } }, "localname": "StockRepurchaseProgramRemainingAuthorizedRepurchaseAmount1", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockRepurchasedAndRetiredDuringPeriodShares": { "auth_ref": [ "r37", "r38", "r288", "r293" ], "lang": { "en-US": { "role": { "documentation": "Number of shares that have been repurchased and retired during the period.", "label": "Stock Repurchased and Retired During Period, Shares", "negatedLabel": "Share repurchases, shares", "terseLabel": "Shares repurchased" } } }, "localname": "StockRepurchasedAndRetiredDuringPeriodShares", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_StockRepurchasedAndRetiredDuringPeriodValue": { "auth_ref": [ "r37", "r38", "r288", "r293" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Equity impact of the value of stock that has been repurchased and retired during the period. The excess of the purchase price over par value can be charged against retained earnings (once the excess is fully allocated to additional paid in capital).", "label": "Stock Repurchased and Retired During Period, Value", "negatedLabel": "Share repurchases", "terseLabel": "Stock Repurchased and Retired During Period, Value" } } }, "localname": "StockRepurchasedAndRetiredDuringPeriodValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquity": { "auth_ref": [ "r38", "r42", "r43", "r202" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": null, "parentTag": null, "root": true, "weight": null } }, "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.", "label": "Stockholders' Equity Attributable to Parent", "periodEndLabel": "Ending balance", "periodStartLabel": "Beginning balance", "totalLabel": "Total stockholders\u2019 equity" } } }, "localname": "StockholdersEquity", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets", "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "monetaryItemType" }, "us-gaap_StockholdersEquityAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Stockholders' Equity Attributable to Parent [Abstract]", "terseLabel": "Stockholders\u2019 equity" } } }, "localname": "StockholdersEquityAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "stringItemType" }, "us-gaap_StockholdersEquityNoteDisclosureTextBlock": { "auth_ref": [ "r297" ], "lang": { "en-US": { "role": { "documentation": "The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.", "label": "Stockholders' Equity Note Disclosure [Text Block]", "terseLabel": "Capital Structure" } } }, "localname": "StockholdersEquityNoteDisclosureTextBlock", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/CapitalStructure" ], "xbrltype": "textBlockItemType" }, "us-gaap_SubleaseIncome": { "auth_ref": [ "r514", "r521" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of sublease income excluding finance and operating lease expense.", "label": "Sublease Income", "negatedTerseLabel": "Sublease Income" } } }, "localname": "SubleaseIncome", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfLeaseCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_SubsequentEventTypeAxis": { "auth_ref": [ "r526" ], "lang": { "en-US": { "role": { "documentation": "Information by event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event Type [Axis]", "terseLabel": "Subsequent Event Type [Axis]" } } }, "localname": "SubsequentEventTypeAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_SubsequentEventTypeDomain": { "auth_ref": [ "r526" ], "lang": { "en-US": { "role": { "documentation": "Event that occurred after the balance sheet date but before financial statements are issued or available to be issued.", "label": "Subsequent Event Type [Domain]", "terseLabel": "Subsequent Event Type [Domain]" } } }, "localname": "SubsequentEventTypeDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_SupplementalCashFlowInformationAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Supplemental Cash Flow Information [Abstract]", "terseLabel": "Supplemental disclosure of cash flow information:" } } }, "localname": "SupplementalCashFlowInformationAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows" ], "xbrltype": "stringItemType" }, "us-gaap_TaxCreditCarryforwardAmount": { "auth_ref": [ "r392" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The amount of the tax credit carryforward, before tax effects, available to reduce future taxable income under enacted tax laws.", "label": "Tax Credit Carryforward, Amount", "terseLabel": "Tax Credit Carryforward, Amount" } } }, "localname": "TaxCreditCarryforwardAmount", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_TaxCreditCarryforwardExpirationDate": { "auth_ref": [ "r392" ], "lang": { "en-US": { "role": { "documentation": "Expiration date of the tax credit carryforward, in CCYY-MM-DD format.", "label": "Tax Credit Carryforward, Expiration Date", "terseLabel": "Tax Credit Carryforward, Expiration Date" } } }, "localname": "TaxCreditCarryforwardExpirationDate", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail" ], "xbrltype": "dateItemType" }, "us-gaap_TechnologyBasedIntangibleAssetsMember": { "auth_ref": [ "r418" ], "lang": { "en-US": { "role": { "documentation": "Technology-based intangible assets, including, but not limited to, patented technology, unpatented technology, and developed technology rights.", "label": "Technology-Based Intangible Assets [Member]", "terseLabel": "Technology-Based Intangible Assets [Member]" } } }, "localname": "TechnologyBasedIntangibleAssetsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_TimeAndMaterialsContractMember": { "auth_ref": [ "r307" ], "lang": { "en-US": { "role": { "documentation": "Contract with customer in which amount of consideration is based on time and materials consumed.", "label": "Time-and-materials Contract [Member]", "terseLabel": "Time-and-materials Contract [Member]" } } }, "localname": "TimeAndMaterialsContractMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TimingOfTransferOfGoodOrServiceAxis": { "auth_ref": [ "r308" ], "lang": { "en-US": { "role": { "documentation": "Information by timing of transfer of good or service to customer.", "label": "Timing of Transfer of Good or Service [Axis]", "terseLabel": "Timing of Transfer of Good or Service [Axis]" } } }, "localname": "TimingOfTransferOfGoodOrServiceAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "stringItemType" }, "us-gaap_TimingOfTransferOfGoodOrServiceDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Timing of transfer of good or service to customer. Includes, but is not limited to, at point in time or over time.", "label": "Timing of Transfer of Good or Service [Domain]", "terseLabel": "Timing of Transfer of Good or Service [Domain]" } } }, "localname": "TimingOfTransferOfGoodOrServiceDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TradeNamesMember": { "auth_ref": [ "r419" ], "lang": { "en-US": { "role": { "documentation": "Rights acquired through registration of a business name to gain or protect exclusive use thereof.", "label": "Trade Names [Member]", "terseLabel": "Trade names [Member]" } } }, "localname": "TradeNamesMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails", "http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_TransferredAtPointInTimeMember": { "auth_ref": [ "r308" ], "lang": { "en-US": { "role": { "documentation": "Contract with customer in which good or service is transferred at point in time.", "label": "Transferred at Point in Time [Member]", "terseLabel": "Transferred at Point in Time [Member]" } } }, "localname": "TransferredAtPointInTimeMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TransferredOverTimeMember": { "auth_ref": [ "r308" ], "lang": { "en-US": { "role": { "documentation": "Contract with customer in which good or service is transferred over time.", "label": "Transferred over Time [Member]", "terseLabel": "Transferred over Time [Member]" } } }, "localname": "TransferredOverTimeMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TransfersAndServicingOfFinancialInstrumentsTypesOfFinancialInstrumentsDomain": { "auth_ref": [ "r531" ], "lang": { "en-US": { "role": { "documentation": "Instrument or contract that imposes a contractual obligation to deliver cash or another financial instrument or to exchange other financial instruments on potentially unfavorable terms and conveys a contractual right to receive cash or another financial instrument or to exchange other financial instruments on potentially favorable terms.", "label": "Financial Instruments [Domain]", "terseLabel": "Financial Instruments [Domain]" } } }, "localname": "TransfersAndServicingOfFinancialInstrumentsTypesOfFinancialInstrumentsDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail", "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables", "http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail" ], "xbrltype": "domainItemType" }, "us-gaap_TreasuryStockMember": { "auth_ref": [ "r65", "r295" ], "lang": { "en-US": { "role": { "documentation": "Shares of an entity that have been repurchased by the entity. This stock has no voting rights and receives no dividends. Note that treasury stock may be recorded at its total cost or separately as par (or stated) value and additional paid in capital. Classified within stockholders' equity if nonredeemable or redeemable solely at the option of the issuer. Classified within temporary equity if redemption is outside the control of the issuer.", "label": "Treasury Stock [Member]", "terseLabel": "Treasury Stock [Member]" } } }, "localname": "TreasuryStockMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity" ], "xbrltype": "domainItemType" }, "us-gaap_TreasuryStockShares": { "auth_ref": [ "r65", "r295" ], "lang": { "en-US": { "role": { "documentation": "Number of common and preferred shares that were previously issued and that were repurchased by the issuing entity and held in treasury on the financial statement date. This stock has no voting rights and receives no dividends.", "label": "Treasury Stock, Shares", "terseLabel": "Treasury stock, shares" } } }, "localname": "TreasuryStockShares", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheetsParenthetical" ], "xbrltype": "sharesItemType" }, "us-gaap_TreasuryStockValue": { "auth_ref": [ "r65", "r295", "r296" ], "calculation": { "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets": { "order": 2.0, "parentTag": "us-gaap_LiabilitiesAndStockholdersEquity", "weight": -1.0 } }, "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "The amount allocated to treasury stock. Treasury stock is common and preferred shares of an entity that were issued, repurchased by the entity, and are held in its treasury.", "label": "Treasury Stock, Value", "terseLabel": "Treasury Stock, Value" } } }, "localname": "TreasuryStockValue", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets" ], "xbrltype": "monetaryItemType" }, "us-gaap_TypeOfAdoptionMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Adoption and early adoption of sources of change to generally accepted accounting principles (GAAP) in the United States. The FASB released the FASB Accounting Standards Codification as the authoritative source of literature effective for interim and annual periods ending after September 15, 2009. As part of the Codification process, the FASB issues Accounting Standards Updates to amend the Codification but otherwise the Accounting Standards Updates are not authoritative in their own right. All previous accounting standards (such as FASB Statements of Financial Accounting Standards, FASB Interpretations, FASB Staff Positions, Emerging Issues Task Force Consensuses, other pronouncements of the FASB or other designated bodies, or other forms of GAAP are considered accounting pronouncements) were superseded upon the adoption of the Codification. For an interim period, references to the superseded standards are included to help users transition from the previous accounting hierarchy and will be removed from future versions of this taxonomy.", "label": "Type of Adoption [Domain]", "terseLabel": "Type of Adoption [Domain]" } } }, "localname": "TypeOfAdoptionMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails", "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails" ], "xbrltype": "domainItemType" }, "us-gaap_TypeOfRestructuringDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Identification of the types of restructuring costs.", "label": "Type of Restructuring [Domain]", "terseLabel": "Type of Restructuring [Domain]" } } }, "localname": "TypeOfRestructuringDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails" ], "xbrltype": "domainItemType" }, "us-gaap_UnderlyingAssetClassAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by underlying asset class.", "label": "Underlying Asset Class [Axis]", "terseLabel": "Underlying Asset Class [Axis]" } } }, "localname": "UnderlyingAssetClassAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "stringItemType" }, "us-gaap_UnderlyingAssetClassDomain": { "auth_ref": [ "r464" ], "lang": { "en-US": { "role": { "documentation": "Major types of referenced/underlying asset classes (for example, corporate debt, sovereign debt, and structured finance).", "label": "Underlying Asset Class [Domain]", "terseLabel": "Underlying Asset Class [Domain]" } } }, "localname": "UnderlyingAssetClassDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail" ], "xbrltype": "domainItemType" }, "us-gaap_UnrecognizedTaxBenefitsDecreasesResultingFromPriorPeriodTaxPositions": { "auth_ref": [ "r381" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of decrease in unrecognized tax benefits resulting from tax positions taken in prior period tax returns.", "label": "Unrecognized Tax Benefits, Decrease Resulting from Prior Period Tax Positions", "negatedLabel": "Decrease based on tax positions related to the prior year" } } }, "localname": "UnrecognizedTaxBenefitsDecreasesResultingFromPriorPeriodTaxPositions", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsIncreasesResultingFromPriorPeriodTaxPositions": { "auth_ref": [ "r381" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of increase in unrecognized tax benefits resulting from tax positions taken in prior period tax returns.", "label": "Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions", "terseLabel": "Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions" } } }, "localname": "UnrecognizedTaxBenefitsIncreasesResultingFromPriorPeriodTaxPositions", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_UnrecognizedTaxBenefitsReductionsResultingFromLapseOfApplicableStatuteOfLimitations": { "auth_ref": [ "r382" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of decrease in unrecognized tax benefits resulting from lapses of applicable statutes of limitations.", "label": "Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations", "negatedLabel": "Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations" } } }, "localname": "UnrecognizedTaxBenefitsReductionsResultingFromLapseOfApplicableStatuteOfLimitations", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_UseOfEstimates": { "auth_ref": [ "r175", "r176", "r178", "r179", "r180", "r181", "r182" ], "lang": { "en-US": { "role": { "documentation": "Disclosure of accounting policy for the use of estimates in the preparation of financial statements in conformity with generally accepted accounting principles.", "label": "Use of Estimates, Policy [Policy Text Block]", "terseLabel": "Use of Estimates" } } }, "localname": "UseOfEstimates", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies" ], "xbrltype": "textBlockItemType" }, "us-gaap_ValuationAllowanceOfDeferredTaxAssetsMember": { "auth_ref": [ "r149" ], "lang": { "en-US": { "role": { "documentation": "Valuation allowance of deferred tax asset attributable to deductible temporary difference and carryforward.", "label": "SEC Schedule, 12-09, Valuation Allowance, Deferred Tax Asset [Member]", "terseLabel": "Valuation allowance for deferred tax assets [Member]" } } }, "localname": "ValuationAllowanceOfDeferredTaxAssetsMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ValuationAllowancesAndReservesBalance": { "auth_ref": [ "r150" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves, Amount", "periodEndLabel": "Ending balance", "periodStartLabel": "Beginning balance" } } }, "localname": "ValuationAllowancesAndReservesBalance", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ValuationAllowancesAndReservesChargedToCostAndExpense": { "auth_ref": [ "r150" ], "crdr": "credit", "lang": { "en-US": { "role": { "documentation": "Amount of increase in valuation and qualifying accounts and reserves from charge to cost and expense.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves, Additions, Charge to Cost and Expense", "terseLabel": "Additions" } } }, "localname": "ValuationAllowancesAndReservesChargedToCostAndExpense", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ValuationAllowancesAndReservesDeductions": { "auth_ref": [ "r150" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of decrease in valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves, Deduction", "terseLabel": "Deductions" } } }, "localname": "ValuationAllowancesAndReservesDeductions", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "monetaryItemType" }, "us-gaap_ValuationAllowancesAndReservesDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain]", "terseLabel": "SEC Schedule, 12-09, Valuation Allowances and Reserves [Domain]" } } }, "localname": "ValuationAllowancesAndReservesDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "domainItemType" }, "us-gaap_ValuationAllowancesAndReservesTypeAxis": { "auth_ref": [ "r150" ], "lang": { "en-US": { "role": { "documentation": "Information by valuation and qualifying accounts and reserves.", "label": "SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis]", "terseLabel": "SEC Schedule, 12-09, Valuation Allowances and Reserves Type [Axis]" } } }, "localname": "ValuationAllowancesAndReservesTypeAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail", "http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail" ], "xbrltype": "stringItemType" }, "us-gaap_VariableLeaseCost": { "auth_ref": [ "r513", "r521" ], "crdr": "debit", "lang": { "en-US": { "role": { "documentation": "Amount of variable lease cost, excluded from lease liability, recognized when obligation for payment is incurred for finance and operating leases.", "label": "Variable Lease, Cost", "terseLabel": "Variable Lease, Cost" } } }, "localname": "VariableLeaseCost", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/LeasesScheduleOfLeaseCostsDetails" ], "xbrltype": "monetaryItemType" }, "us-gaap_VariableRateAxis": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Information by type of variable rate.", "label": "Variable Rate [Axis]", "terseLabel": "Variable Rate [Axis]" } } }, "localname": "VariableRateAxis", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "stringItemType" }, "us-gaap_VariableRateDomain": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Interest rate that fluctuates over time as a result of an underlying benchmark interest rate or index.", "label": "Variable Rate [Domain]", "terseLabel": "Variable Rate [Domain]" } } }, "localname": "VariableRateDomain", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_WarrantMember": { "auth_ref": [], "lang": { "en-US": { "role": { "documentation": "Security that gives the holder the right to purchase shares of stock in accordance with the terms of the instrument, usually upon payment of a specified amount.", "label": "Warrant [Member]", "terseLabel": "Warrant [Member]" } } }, "localname": "WarrantMember", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail", "http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail" ], "xbrltype": "domainItemType" }, "us-gaap_WeightedAverageNumberDilutedSharesOutstandingAdjustment": { "auth_ref": [ "r163" ], "lang": { "en-US": { "role": { "documentation": "The sum of dilutive potential common shares or units used in the calculation of the diluted per-share or per-unit computation.", "label": "Weighted Average Number Diluted Shares Outstanding Adjustment", "terseLabel": "Weighted average common stock equivalents" } } }, "localname": "WeightedAverageNumberDilutedSharesOutstandingAdjustment", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_WeightedAverageNumberOfDilutedSharesOutstanding": { "auth_ref": [ "r159", "r163" ], "lang": { "en-US": { "role": { "documentation": "The average number of shares or units issued and outstanding that are used in calculating diluted EPS or earnings per unit (EPU), determined based on the timing of issuance of shares or units in the period.", "label": "Weighted Average Number of Shares Outstanding, Diluted", "terseLabel": "Diluted (shares)", "verboseLabel": "Weighted average common shares outstanding- diluted" } } }, "localname": "WeightedAverageNumberOfDilutedSharesOutstanding", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "sharesItemType" }, "us-gaap_WeightedAverageNumberOfSharesOutstandingAbstract": { "auth_ref": [], "lang": { "en-US": { "role": { "label": "Weighted Average Number of Shares Outstanding, Diluted [Abstract]", "terseLabel": "Weighted average shares used in calculating earnings per share:" } } }, "localname": "WeightedAverageNumberOfSharesOutstandingAbstract", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "stringItemType" }, "us-gaap_WeightedAverageNumberOfSharesOutstandingBasic": { "auth_ref": [ "r158", "r163" ], "lang": { "en-US": { "role": { "documentation": "Number of [basic] shares or units, after adjustment for contingently issuable shares or units and other shares or units not deemed outstanding, determined by relating the portion of time within a reporting period that common shares or units have been outstanding to the total time in that period.", "label": "Weighted Average Number of Shares Outstanding, Basic", "terseLabel": "Basic (shares)", "verboseLabel": "Weighted average common shares outstanding-basic" } } }, "localname": "WeightedAverageNumberOfSharesOutstandingBasic", "nsuri": "http://fasb.org/us-gaap/2019-01-31", "presentation": [ "http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome", "http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail", "http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail" ], "xbrltype": "sharesItemType" } }, "unitCount": 7 } }, "std_ref": { "r0": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=SL51721533-107759" }, "r1": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=SL51721491-107759" }, "r10": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=d3e1361-107760" }, "r100": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.13)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r101": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2(a),(d))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r102": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.2)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r103": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.4)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r104": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.7)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r105": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.8)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r106": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.9)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r107": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "8", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r108": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "220", "URI": "http://asc.fasb.org/topic&trid=2134417" }, "r109": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3179-108585" }, "r11": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=d3e1361-107760" }, "r110": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3179-108585" }, "r111": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3179-108585" }, "r112": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3179-108585" }, "r113": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3213-108585" }, "r114": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3213-108585" }, "r115": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3213-108585" }, "r116": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3255-108585" }, "r117": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3255-108585" }, "r118": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3291-108585" }, "r119": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3291-108585" }, "r12": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=d3e1474-107760" }, "r120": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3291-108585" }, "r121": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3291-108585" }, "r122": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3367-108585" }, "r123": { "Name": "Accounting Standards Codification", "Paragraph": "21C", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=SL94080552-108585" }, "r124": { "Name": "Accounting Standards Codification", "Paragraph": "24", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3521-108585" }, "r125": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3536-108585" }, "r126": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3536-108585" }, "r127": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3602-108585" }, "r128": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3602-108585" }, "r129": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3602-108585" }, "r13": { "Name": "Accounting Standards Codification", "Paragraph": "3A", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721659-107760" }, "r130": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=118932676&loc=d3e3044-108585" }, "r131": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=98513485&loc=d3e4273-108586" }, "r132": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=98513485&loc=d3e4297-108586" }, "r133": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=98513485&loc=d3e4304-108586" }, "r134": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=98513485&loc=d3e4313-108586" }, "r135": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "230", "URI": "http://asc.fasb.org/extlink&oid=98513485&loc=d3e4332-108586" }, "r136": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=84158767&loc=d3e18780-107790" }, "r137": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=84158767&loc=d3e18823-107790" }, "r138": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=84158767&loc=d3e18823-107790" }, "r139": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08(h))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r14": { "Name": "Accounting Standards Codification", "Paragraph": "4A", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721663-107760" }, "r140": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(e),(f))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r141": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(f))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r142": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(h)(1)(i))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r143": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(h)(2))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r144": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(h))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r145": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(i)(4))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r146": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.4-08.(n))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690" }, "r147": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04(a))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e24072-122690" }, "r148": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-04.(a))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e24072-122690" }, "r149": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09(ColumnA))", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e24092-122690" }, "r15": { "Name": "Accounting Standards Codification", "Paragraph": "4B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721665-107760" }, "r150": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.12-09)", "Topic": "235", "URI": "http://asc.fasb.org/extlink&oid=26873400&loc=d3e24092-122690" }, "r151": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "235", "URI": "http://asc.fasb.org/topic&trid=2122369" }, "r152": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22499-107794" }, "r153": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22694-107794" }, "r154": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22583-107794" }, "r155": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22644-107794" }, "r156": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22658-107794" }, "r157": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "250", "URI": "http://asc.fasb.org/extlink&oid=109234566&loc=d3e22663-107794" }, "r158": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=117326831&loc=d3e1448-109256" }, "r159": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=117326831&loc=d3e1505-109256" }, "r16": { "Name": "Accounting Standards Codification", "Paragraph": "5A", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721671-107760" }, "r160": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=117326831&loc=d3e1252-109256" }, "r161": { "Name": "Accounting Standards Codification", "Paragraph": "60B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=117326831&loc=SL5780133-109256" }, "r162": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=117326831&loc=d3e1337-109256" }, "r163": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257" }, "r164": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257" }, "r165": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=6371337&loc=d3e3550-109257" }, "r166": { "Name": "Accounting Standards Codification", "Paragraph": "52", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "260", "URI": "http://asc.fasb.org/extlink&oid=117327953&loc=d3e4984-109258" }, "r167": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "260", "URI": "http://asc.fasb.org/topic&trid=2144383" }, "r168": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=116846552&loc=d3e725-108305" }, "r169": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=116846552&loc=d3e765-108305" }, "r17": { "Name": "Accounting Standards Codification", "Paragraph": "5B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721673-107760" }, "r170": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=118952077&loc=d3e1280-108306" }, "r171": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=118952077&loc=d3e1570-108306" }, "r172": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.10-01.(b)(6))", "Topic": "270", "URI": "http://asc.fasb.org/extlink&oid=27015980&loc=d3e46468-122699" }, "r173": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "270", "URI": "http://asc.fasb.org/topic&trid=2126967" }, "r174": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r175": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r176": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r177": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e5967-108592" }, "r178": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6161-108592" }, "r179": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6191-108592" }, "r18": { "Name": "Accounting Standards Codification", "Paragraph": "5B", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721673-107760" }, "r180": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6061-108592" }, "r181": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6132-108592" }, "r182": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "275", "URI": "http://asc.fasb.org/extlink&oid=99393423&loc=d3e6143-108592" }, "r183": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "275", "URI": "http://asc.fasb.org/topic&trid=2134479" }, "r184": { "Name": "Accounting Standards Codification", "Paragraph": "21", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8721-108599" }, "r185": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599" }, "r186": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599" }, "r187": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599" }, "r188": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599" }, "r189": { "Name": "Accounting Standards Codification", "Paragraph": "22", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8736-108599" }, "r19": { "Name": "Accounting Standards Codification", "Paragraph": "5C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(2)", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721675-107760" }, "r190": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8813-108599" }, "r191": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8906-108599" }, "r192": { "Name": "Accounting Standards Codification", "Paragraph": "30", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8906-108599" }, "r193": { "Name": "Accounting Standards Codification", "Paragraph": "31", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8924-108599" }, "r194": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8933-108599" }, "r195": { "Name": "Accounting Standards Codification", "Paragraph": "32", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8933-108599" }, "r196": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "280", "URI": "http://asc.fasb.org/extlink&oid=115929826&loc=d3e8475-108599" }, "r197": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "280", "URI": "http://asc.fasb.org/topic&trid=2134510" }, "r198": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=118952595&loc=d3e4647-111522" }, "r199": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=118952595&loc=d3e4428-111522" }, "r2": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=SL51721494-107759" }, "r20": { "Name": "Accounting Standards Codification", "Paragraph": "5C", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721675-107760" }, "r200": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=118952595&loc=d3e4531-111522" }, "r201": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=118936363&loc=d3e5033-111524" }, "r202": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 4.E)", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=27010918&loc=d3e74512-122707" }, "r203": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10133-111534" }, "r204": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10149-111534" }, "r205": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "310", "URI": "http://asc.fasb.org/extlink&oid=84159169&loc=d3e10178-111534" }, "r206": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=119407570&loc=SL82919244-210447" }, "r207": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=119407570&loc=SL82919249-210447" }, "r208": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=119407570&loc=SL82919249-210447" }, "r209": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=119407570&loc=SL82919253-210447" }, "r21": { "Name": "Accounting Standards Codification", "Paragraph": "5D", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721677-107760" }, "r210": { "Name": "Accounting Standards Codification", "Paragraph": "16", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=119407570&loc=SL82919258-210447" }, "r211": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=119407570&loc=SL82919230-210447" }, "r212": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=118955579&loc=SL82922888-210455" }, "r213": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=118955579&loc=SL82922895-210455" }, "r214": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=118955579&loc=SL82922900-210455" }, "r215": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "326", "URI": "http://asc.fasb.org/extlink&oid=118942371&loc=SL82922954-210456" }, "r216": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "30", "SubTopic": "10", "Topic": "330", "URI": "http://asc.fasb.org/extlink&oid=68048583&loc=d3e3636-108311" }, "r217": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(a)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=68051541&loc=SL49131252-203054" }, "r218": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Subparagraph": "(b)", "Topic": "340", "URI": "http://asc.fasb.org/extlink&oid=68051541&loc=SL49131252-203054" }, "r219": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=99380562&loc=d3e13770-109266" }, "r22": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=SL51721683-107760" }, "r220": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=99380562&loc=d3e13777-109266" }, "r221": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=77989000&loc=SL49117168-202975" }, "r222": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13816-109267" }, "r223": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13816-109267" }, "r224": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13816-109267" }, "r225": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(f)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13816-109267" }, "r226": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(h)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13816-109267" }, "r227": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13816-109267" }, "r228": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=SL108378252-109267" }, "r229": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13854-109267" }, "r23": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=118951113&loc=d3e6676-107765" }, "r230": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=108376223&loc=d3e13854-109267" }, "r231": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=6388964&loc=d3e16212-109274" }, "r232": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=6388964&loc=d3e16225-109274" }, "r233": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r234": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r235": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r236": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16265-109275" }, "r237": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "((a)(1),(b))", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r238": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r239": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r24": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=118951113&loc=d3e6676-107765" }, "r240": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(2)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r241": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(3)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r242": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=66006027&loc=d3e16323-109275" }, "r243": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "30", "SubTopic": "40", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=118172244&loc=d3e17916-109280" }, "r244": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "25", "SubTopic": "50", "Topic": "350", "URI": "http://asc.fasb.org/extlink&oid=16397303&loc=d3e19347-109286" }, "r245": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "350", "URI": "http://asc.fasb.org/topic&trid=2144416" }, "r246": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226317&loc=d3e202-110218" }, "r247": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=68071081&loc=d3e1205-110223" }, "r248": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r249": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r25": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=118951113&loc=d3e6676-107765" }, "r250": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r251": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=6391035&loc=d3e2868-110229" }, "r252": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230" }, "r253": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230" }, "r254": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226691&loc=d3e2941-110230" }, "r255": { "Name": "Accounting Standards Codification", "Paragraph": "3A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=109226691&loc=SL51724579-110230" }, "r256": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.CC)", "Topic": "360", "URI": "http://asc.fasb.org/extlink&oid=27011434&loc=d3e125687-122742" }, "r257": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "360", "URI": "http://asc.fasb.org/topic&trid=2155823" }, "r258": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r259": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(2)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r26": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=118951113&loc=d3e6801-107765" }, "r260": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r261": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r262": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=6394359&loc=d3e17939-110869" }, "r263": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.3)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140864-122747" }, "r264": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.3)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140864-122747" }, "r265": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.4(b)(2))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r266": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.4(b))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r267": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 5.P.4)", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r268": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(b)(2))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r269": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(b))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r27": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 201.5-02(24))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r270": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(c))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r271": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 5.P.4(d))", "Topic": "420", "URI": "http://asc.fasb.org/extlink&oid=115931487&loc=d3e140904-122747" }, "r272": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "420", "URI": "http://asc.fasb.org/topic&trid=2175745" }, "r273": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "440", "URI": "http://asc.fasb.org/topic&trid=2144648" }, "r274": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "http://asc.fasb.org/extlink&oid=118942415&loc=d3e14326-108349" }, "r275": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "450", "URI": "http://asc.fasb.org/extlink&oid=118942415&loc=d3e14615-108349" }, "r276": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "450", "URI": "http://asc.fasb.org/topic&trid=2127136" }, "r277": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "460", "URI": "http://asc.fasb.org/topic&trid=2155896" }, "r278": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=6802200&loc=d3e1835-112601" }, "r279": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=6802200&loc=SL6230698-112601" }, "r28": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 201.5-02(25))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r280": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=109126253&loc=d3e4852-112606" }, "r281": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=109500613&loc=SL6031897-161870" }, "r282": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(3)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=109500613&loc=SL6031897-161870" }, "r283": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=109500613&loc=SL6031898-161870" }, "r284": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=109500613&loc=SL6036836-161870" }, "r285": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "470", "URI": "http://asc.fasb.org/extlink&oid=109500613&loc=SL6036836-161870" }, "r286": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "470", "URI": "http://asc.fasb.org/topic&trid=2208564" }, "r287": { "Name": "Accounting Standards Codification", "Paragraph": "63", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "480", "URI": "http://asc.fasb.org/extlink&oid=117411753&loc=d3e23176-110880" }, "r288": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21463-112644" }, "r289": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21475-112644" }, "r29": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 201.5-02(26))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r290": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21506-112644" }, "r291": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21521-112644" }, "r292": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=109259400&loc=d3e21538-112644" }, "r293": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3-04)", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770" }, "r294": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "25", "SubTopic": "30", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=6405686&loc=d3e22802-112653" }, "r295": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=6405813&loc=d3e23239-112655" }, "r296": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "505", "URI": "http://asc.fasb.org/extlink&oid=6405834&loc=d3e23315-112656" }, "r297": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "505", "URI": "http://asc.fasb.org/topic&trid=2208762" }, "r298": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118944033&loc=SL49130531-203044" }, "r299": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118944033&loc=SL49130533-203044" }, "r3": { "Name": "Accounting Standards Codification", "Paragraph": "1C", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=SL51721501-107759" }, "r30": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r300": { "Name": "Accounting Standards Codification", "Paragraph": "12A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118956577&loc=SL108322424-203045" }, "r301": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118956577&loc=SL49130556-203045" }, "r302": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)(1)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118956577&loc=SL49130556-203045" }, "r303": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118956577&loc=SL49130543-203045" }, "r304": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118956577&loc=SL49130545-203045" }, "r305": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118956577&loc=SL49130549-203045" }, "r306": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118944142&loc=SL49130690-203046-203046" }, "r307": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118944142&loc=SL49130690-203046-203046" }, "r308": { "Name": "Accounting Standards Codification", "Paragraph": "91", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=118944142&loc=SL49130690-203046-203046" }, "r309": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(i)(1)", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=113356391&loc=SL49131195-203048" }, "r31": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(13))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r310": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "606", "URI": "http://asc.fasb.org/extlink&oid=113356391&loc=SL49131195-203048" }, "r311": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "606", "URI": "http://asc.fasb.org/topic&trid=49130388" }, "r312": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "705", "URI": "http://asc.fasb.org/topic&trid=2122478" }, "r313": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "710", "URI": "http://asc.fasb.org/topic&trid=2127225" }, "r314": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "712", "URI": "http://asc.fasb.org/topic&trid=2197446" }, "r315": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(ii)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r316": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)(iv)(01)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r317": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(n)", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118255775&loc=d3e1928-114920" }, "r318": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "715", "URI": "http://asc.fasb.org/extlink&oid=118257860&loc=d3e4179-114921" }, "r319": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "715", "URI": "http://asc.fasb.org/topic&trid=2235017" }, "r32": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(14))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r320": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "35", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116855982&loc=d3e4534-113899" }, "r321": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5047-113901" }, "r322": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5047-113901" }, "r323": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5047-113901" }, "r324": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r325": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a),(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r326": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b),(f)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r327": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r328": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r329": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r33": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(22))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r330": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r331": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r332": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r333": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)(iv)(3)-(4)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r334": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r335": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(i)-(ii)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r336": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r337": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r338": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)(iii)(3)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r339": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r34": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(23))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r340": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(2)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r341": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r342": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)(1)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r343": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r344": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(1)(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r345": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(i)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r346": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=d3e5070-113901" }, "r347": { "Name": "Accounting Standards Codification", "Paragraph": "2A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116856206&loc=SL79508275-113901" }, "r348": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79507997-165333" }, "r349": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79507997-165333" }, "r35": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r350": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508013-165333" }, "r351": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508013-165333" }, "r352": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508029-165333" }, "r353": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508029-165333" }, "r354": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508043-165333" }, "r355": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508043-165333" }, "r356": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508057-165333" }, "r357": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Subparagraph": "(g)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=116863282&loc=SL79508057-165333" }, "r358": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 14.F)", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=115993241&loc=d3e301413-122809" }, "r359": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=118258462&loc=d3e11149-113907" }, "r36": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(26)(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r360": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "718", "URI": "http://asc.fasb.org/extlink&oid=118258462&loc=d3e11178-113907" }, "r361": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "718", "URI": "http://asc.fasb.org/topic&trid=2228938" }, "r362": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "35", "Subparagraph": "(a)", "Topic": "720", "URI": "http://asc.fasb.org/extlink&oid=6420018&loc=d3e36677-107848" }, "r363": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=115928150&loc=d3e26513-109311" }, "r364": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=117330534&loc=d3e28680-109314" }, "r365": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=117330534&loc=d3e28680-109314" }, "r366": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=117330534&loc=d3e28680-109314" }, "r367": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e32059-109318" }, "r368": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e32123-109318" }, "r369": { "Name": "Accounting Standards Codification", "Paragraph": "25", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e32247-109318" }, "r37": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(28))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r370": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e32280-109318" }, "r371": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e31917-109318" }, "r372": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e31928-109318" }, "r373": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e31931-109318" }, "r374": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116821951&loc=d3e31958-109318" }, "r375": { "Name": "Accounting Standards Codification", "Paragraph": "10", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32672-109319" }, "r376": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32687-109319" }, "r377": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32698-109319" }, "r378": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32718-109319" }, "r379": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)(1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32718-109319" }, "r38": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(29))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r380": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32718-109319" }, "r381": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=SL6600010-109319" }, "r382": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(4)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=SL6600010-109319" }, "r383": { "Name": "Accounting Standards Codification", "Paragraph": "15A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=SL6600010-109319" }, "r384": { "Name": "Accounting Standards Codification", "Paragraph": "17", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32809-109319" }, "r385": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32840-109319" }, "r386": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r387": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r388": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b),(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r389": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r39": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r390": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32537-109319" }, "r391": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32847-109319" }, "r392": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32559-109319" }, "r393": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32621-109319" }, "r394": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32632-109319" }, "r395": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32639-109319" }, "r396": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32639-109319" }, "r397": { "Name": "Accounting Standards Codification", "Paragraph": "9", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=84230637&loc=d3e32639-109319" }, "r398": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB TOPIC 6.I)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r399": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SAB Topic 6.I.7)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=116825942&loc=d3e330036-122817" }, "r4": { "Name": "Accounting Standards Codification", "Paragraph": "1D", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=SL51721503-107759" }, "r40": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r400": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=109238882&loc=d3e38679-109324" }, "r401": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=109238882&loc=d3e38679-109324" }, "r402": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "05", "SubTopic": "30", "Topic": "740", "URI": "http://asc.fasb.org/extlink&oid=65884525&loc=d3e40913-109327" }, "r403": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "740", "URI": "http://asc.fasb.org/topic&trid=2144680" }, "r404": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "05", "SubTopic": "10", "Subparagraph": "(a)-(d)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=6909625&loc=d3e227-128457" }, "r405": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116868678&loc=d3e845-128460" }, "r406": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "25", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116868678&loc=d3e848-128460" }, "r407": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r408": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r409": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r41": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30)(a)(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r410": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r411": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(2)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r412": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(h)(3)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r413": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1392-128463" }, "r414": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=79982066&loc=d3e1486-128463" }, "r415": { "Name": "Accounting Standards Codification", "Paragraph": "37", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116868840&loc=d3e2207-128464" }, "r416": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116869197&loc=d3e4845-128472" }, "r417": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116869197&loc=d3e4845-128472" }, "r418": { "Name": "Accounting Standards Codification", "Paragraph": "13", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=77890550&loc=d3e5227-128473" }, "r419": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=77890550&loc=d3e5263-128473" }, "r42": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(30))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r420": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=77890550&loc=d3e5263-128473" }, "r421": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=77890550&loc=d3e5333-128473" }, "r422": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "25", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=6911189&loc=d3e6405-128476" }, "r423": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "25", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=6911189&loc=d3e6408-128476" }, "r424": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859721&loc=d3e6578-128477" }, "r425": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "30", "SubTopic": "30", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859721&loc=d3e6613-128477" }, "r426": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "35", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859824&loc=d3e6819-128478" }, "r427": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "35", "SubTopic": "30", "Subparagraph": "b", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=116859824&loc=d3e6819-128478" }, "r428": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479" }, "r429": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479" }, "r43": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(31))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r430": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(3)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479" }, "r431": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(b)(4)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479" }, "r432": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(c)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479" }, "r433": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(c)(3)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479" }, "r434": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(d)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e6927-128479" }, "r435": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Subparagraph": "(a)(1)", "Topic": "805", "URI": "http://asc.fasb.org/extlink&oid=35744584&loc=d3e7008-128479" }, "r436": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "805", "URI": "http://asc.fasb.org/topic&trid=2303972" }, "r437": { "Name": "Accounting Standards Codification", "Paragraph": "18", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=108774443&loc=SL4613673-111683" }, "r438": { "Name": "Accounting Standards Codification", "Paragraph": "19", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=108774443&loc=SL4569616-111683" }, "r439": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=108774443&loc=SL4569643-111683" }, "r44": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(32))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r440": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=d3e5614-111684" }, "r441": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(3)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r442": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c),(3)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4573702-111684" }, "r443": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=109239629&loc=SL4582445-111684" }, "r444": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3A-02)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116822174&loc=d3e355033-122828" }, "r445": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.3A-03)", "Topic": "810", "URI": "http://asc.fasb.org/extlink&oid=116822174&loc=d3e355100-122828" }, "r446": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=117331979&loc=d3e41228-113958" }, "r447": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5579240-113959" }, "r448": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5579245-113959" }, "r449": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5579245-113959" }, "r45": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(5))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r450": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5580258-113959" }, "r451": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=d3e41620-113959" }, "r452": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "c", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=d3e41638-113959" }, "r453": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=d3e41638-113959" }, "r454": { "Name": "Accounting Standards Codification", "Paragraph": "4A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5618551-113959" }, "r455": { "Name": "Accounting Standards Codification", "Paragraph": "4A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5618551-113959" }, "r456": { "Name": "Accounting Standards Codification", "Paragraph": "4A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5618551-113959" }, "r457": { "Name": "Accounting Standards Codification", "Paragraph": "4B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5624163-113959" }, "r458": { "Name": "Accounting Standards Codification", "Paragraph": "4B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5624163-113959" }, "r459": { "Name": "Accounting Standards Codification", "Paragraph": "4B", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5624163-113959" }, "r46": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(7))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r460": { "Name": "Accounting Standards Codification", "Paragraph": "4C", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5624171-113959" }, "r461": { "Name": "Accounting Standards Codification", "Paragraph": "4D", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)(1)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5624177-113959" }, "r462": { "Name": "Accounting Standards Codification", "Paragraph": "4D", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5624177-113959" }, "r463": { "Name": "Accounting Standards Codification", "Paragraph": "4D", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5624177-113959" }, "r464": { "Name": "Accounting Standards Codification", "Paragraph": "4K", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=SL5708775-113959" }, "r465": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109980867&loc=d3e41675-113959" }, "r466": { "Name": "Accounting Standards Codification", "Paragraph": "182", "Publisher": "FASB", "Section": "55", "SubTopic": "10", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=116861445&loc=SL5629052-113961" }, "r467": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=109978405&loc=d3e80720-113993" }, "r468": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=112277219&loc=d3e80845-113994" }, "r469": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=6445032&loc=d3e90193-114008" }, "r47": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02(8))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r470": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=6445032&loc=d3e90198-114008" }, "r471": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=6445032&loc=d3e90205-114008" }, "r472": { "Name": "Accounting Standards Codification", "Paragraph": "7", "Publisher": "FASB", "Section": "55", "SubTopic": "40", "Topic": "815", "URI": "http://asc.fasb.org/extlink&oid=116862287&loc=d3e90476-114009" }, "r473": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "815", "URI": "http://asc.fasb.org/topic&trid=2229140" }, "r474": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r475": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r476": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bb)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r477": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(1)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r478": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(bbb)(2)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r479": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r48": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.1)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r480": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(1a)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r481": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Subparagraph": "(c)(2)", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r482": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258" }, "r483": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=d3e19279-110258" }, "r484": { "Name": "Accounting Standards Codification", "Paragraph": "6A", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "820", "URI": "http://asc.fasb.org/extlink&oid=117815213&loc=SL6742756-110258" }, "r485": { "Name": "Accounting Standards Codification", "Paragraph": "5A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "825", "URI": "http://asc.fasb.org/extlink&oid=116690757&loc=SL116692626-108610" }, "r486": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=109240200&loc=d3e30690-110894" }, "r487": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=109240200&loc=d3e30700-110894" }, "r488": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=6450222&loc=d3e30840-110895" }, "r489": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "230", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=98513438&loc=d3e33268-110906" }, "r49": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.12)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r490": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32022-110900" }, "r491": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Subparagraph": "(b,c)", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=118261656&loc=d3e32211-110900" }, "r492": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "30", "Topic": "830", "URI": "http://asc.fasb.org/extlink&oid=6450520&loc=d3e32583-110901" }, "r493": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=114775744&loc=d3e28541-108399" }, "r494": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=114775744&loc=d3e28551-108399" }, "r495": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=114775744&loc=d3e28555-108399" }, "r496": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "55", "SubTopic": "30", "Topic": "835", "URI": "http://asc.fasb.org/extlink&oid=114775985&loc=d3e28878-108400" }, "r497": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "840", "URI": "http://asc.fasb.org/extlink&oid=77902458&loc=d3e39927-112707" }, "r498": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "840", "URI": "http://asc.fasb.org/extlink&oid=77902758&loc=d3e41499-112717" }, "r499": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "840", "URI": "http://asc.fasb.org/extlink&oid=84164653&loc=d3e41551-112718" }, "r5": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=d3e957-107759" }, "r50": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.13(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r500": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "840", "URI": "http://asc.fasb.org/topic&trid=2208923" }, "r501": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=119364159&loc=SL77916155-209984" }, "r502": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888369&loc=SL77918431-209957" }, "r503": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "40", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888415&loc=SL77918607-209975" }, "r504": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(a)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888419&loc=SL77918627-209977" }, "r505": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888419&loc=SL77918627-209977" }, "r506": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888419&loc=SL77918643-209977" }, "r507": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918666-209980" }, "r508": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)(1)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918673-209980" }, "r509": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(a)(3)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918673-209980" }, "r51": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.13)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r510": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918673-209980" }, "r511": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r512": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(c)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r513": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(d)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r514": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(e)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r515": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(1)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r516": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(2)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r517": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(3)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r518": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(g)(4)", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r519": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918686-209980" }, "r52": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.14)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r520": { "Name": "Accounting Standards Codification", "Paragraph": "6", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888426&loc=SL77918701-209980" }, "r521": { "Name": "Accounting Standards Codification", "Paragraph": "53", "Publisher": "FASB", "Section": "55", "SubTopic": "20", "Topic": "842", "URI": "http://asc.fasb.org/extlink&oid=77888399&loc=SL77918982-209971" }, "r522": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39549-107864" }, "r523": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39599-107864" }, "r524": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "850", "URI": "http://asc.fasb.org/extlink&oid=6457730&loc=d3e39603-107864" }, "r525": { "Name": "Accounting Standards Codification", "Publisher": "FASB", "Topic": "850", "URI": "http://asc.fasb.org/topic&trid=2122745" }, "r526": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "855", "URI": "http://asc.fasb.org/extlink&oid=6842918&loc=SL6314017-165662" }, "r527": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "855", "URI": "http://asc.fasb.org/extlink&oid=6842918&loc=SL6314020-165662" }, "r528": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=118948506&loc=d3e107207-111719" }, "r529": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(2)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=118948506&loc=d3e107207-111719" }, "r53": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.15)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r530": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(bb)(3)", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=118948506&loc=d3e107207-111719" }, "r531": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "50", "Topic": "860", "URI": "http://asc.fasb.org/extlink&oid=116651436&loc=d3e122625-111746" }, "r532": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "340", "Topic": "928", "URI": "http://asc.fasb.org/extlink&oid=6473545&loc=d3e61844-108004" }, "r533": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e61929-109447" }, "r534": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e61929-109447" }, "r535": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e62059-109447" }, "r536": { "Name": "Accounting Standards Codification", "Paragraph": "20", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e62059-109447" }, "r537": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e62395-109447" }, "r538": { "Name": "Accounting Standards Codification", "Paragraph": "28", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e62395-109447" }, "r539": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e62479-109447" }, "r54": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.17)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r540": { "Name": "Accounting Standards Codification", "Paragraph": "33", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e62479-109447" }, "r541": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(a)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=SL6807758-109447" }, "r542": { "Name": "Accounting Standards Codification", "Paragraph": "35A", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(b)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=SL6807758-109447" }, "r543": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(1)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e61872-109447" }, "r544": { "Name": "Accounting Standards Codification", "Paragraph": "8", "Publisher": "FASB", "Section": "50", "SubTopic": "235", "Subparagraph": "(c)(2)", "Topic": "932", "URI": "http://asc.fasb.org/extlink&oid=68064819&loc=d3e61872-109447" }, "r545": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "25", "SubTopic": "20", "Topic": "940", "URI": "http://asc.fasb.org/extlink&oid=68072869&loc=d3e41242-110953" }, "r546": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(11))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878" }, "r547": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(15)(2))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878" }, "r548": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(16))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878" }, "r549": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03(23))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878" }, "r55": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(a))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r550": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03.10)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878" }, "r551": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.9-03.17)", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=6876686&loc=d3e534808-122878" }, "r552": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(19))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=116637391&loc=SL114874048-224260" }, "r553": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(15))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=116637391&loc=SL114874048-224260" }, "r554": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(20))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=116637391&loc=SL114874048-224260" }, "r555": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(22))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=116637391&loc=SL114874048-224260" }, "r556": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.9-04(23))", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=116637391&loc=SL114874048-224260" }, "r557": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "50", "SubTopic": "320", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=75019621&loc=d3e62652-112803" }, "r558": { "Name": "Accounting Standards Codification", "Paragraph": "3", "Publisher": "FASB", "Section": "50", "SubTopic": "470", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=75038535&loc=d3e64711-112823" }, "r559": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "825", "Topic": "942", "URI": "http://asc.fasb.org/extlink&oid=108315417&loc=d3e61044-112788" }, "r56": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19(b),22(b))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r560": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(15)(b)(2))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r561": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(12))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r562": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(16))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r563": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(23)(a)(4))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r564": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(25))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r565": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03(a)(8))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r566": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.(a),19)", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r567": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "210", "Subparagraph": "(SX 210.7-03.5(c))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=119400593&loc=d3e572229-122910" }, "r568": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(11))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116637232&loc=SL114874131-224263" }, "r569": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(12))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116637232&loc=SL114874131-224263" }, "r57": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.19,20)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r570": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(18))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116637232&loc=SL114874131-224263" }, "r571": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(19))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116637232&loc=SL114874131-224263" }, "r572": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "220", "Subparagraph": "(SX 210.7-04(8))", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116637232&loc=SL114874131-224263" }, "r573": { "Name": "Accounting Standards Codification", "Paragraph": "4H", "Publisher": "FASB", "Section": "50", "SubTopic": "40", "Topic": "944", "URI": "http://asc.fasb.org/extlink&oid=116884468&loc=SL65671331-158438" }, "r574": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "740", "Topic": "954", "URI": "http://asc.fasb.org/extlink&oid=6491622&loc=d3e9504-115650" }, "r575": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)(1)", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r576": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128462-111756" }, "r577": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Topic": "985", "URI": "http://asc.fasb.org/extlink&oid=6501960&loc=d3e128487-111756" }, "r578": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b" }, "r579": { "Name": "Exchange Act", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "d1-1" }, "r58": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.20)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r580": { "Name": "Forms 10-K, 10-Q, 20-F", "Number": "240", "Publisher": "SEC", "Section": "13", "Subsection": "a-1-" }, "r581": { "Name": "Forms 10-K, 20-F, 40-F", "Number": "240", "Publisher": "SEC", "Section": "15", "Subsection": "d-1" }, "r582": { "Name": "Regulation 12B", "Number": "240", "Publisher": "SEC", "Section": "12", "Subsection": "b-2" }, "r583": { "Name": "Regulation S-T", "Number": "232", "Publisher": "SEC", "Section": "405" }, "r584": { "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "11", "Subsection": "03" }, "r585": { "Name": "Regulation S-X (SX)", "Number": "210", "Publisher": "SEC", "Section": "12", "Subsection": "09" }, "r59": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.21)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r6": { "Name": "Accounting Standards Codification", "Paragraph": "3A", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=SL51721523-107759" }, "r60": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(1))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r61": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22(a)(2))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r62": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.22)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r63": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.25)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r64": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.26(c))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r65": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29,30)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r66": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.29-31)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r67": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.3(a)(4))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r68": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.3(c)(3))", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r69": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-02.9)", "Topic": "210", "URI": "http://asc.fasb.org/extlink&oid=6877327&loc=d3e13212-122682" }, "r7": { "Name": "Accounting Standards Codification", "Paragraph": "3B", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=SL51721525-107759" }, "r70": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669646-108580" }, "r71": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(d)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669646-108580" }, "r72": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(e)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669646-108580" }, "r73": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(f)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669646-108580" }, "r74": { "Name": "Accounting Standards Codification", "Paragraph": "10A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669646-108580" }, "r75": { "Name": "Accounting Standards Codification", "Paragraph": "11", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=d3e637-108580" }, "r76": { "Name": "Accounting Standards Codification", "Paragraph": "12", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=d3e640-108580" }, "r77": { "Name": "Accounting Standards Codification", "Paragraph": "14", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=d3e681-108580" }, "r78": { "Name": "Accounting Standards Codification", "Paragraph": "14A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669686-108580" }, "r79": { "Name": "Accounting Standards Codification", "Paragraph": "15", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=d3e689-108580" }, "r8": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "45", "SubTopic": "20", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222160&loc=d3e1012-107759" }, "r80": { "Name": "Accounting Standards Codification", "Paragraph": "17A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL34724391-108580" }, "r81": { "Name": "Accounting Standards Codification", "Paragraph": "17B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL34724394-108580" }, "r82": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669619-108580" }, "r83": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669619-108580" }, "r84": { "Name": "Accounting Standards Codification", "Paragraph": "1A", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(c)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669619-108580" }, "r85": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(a)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669625-108580" }, "r86": { "Name": "Accounting Standards Codification", "Paragraph": "1B", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Subparagraph": "(b)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=SL7669625-108580" }, "r87": { "Name": "Accounting Standards Codification", "Paragraph": "5", "Publisher": "FASB", "Section": "45", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=118930883&loc=d3e557-108580" }, "r88": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116657188&loc=SL116659661-227067" }, "r89": { "Name": "Accounting Standards Codification", "Paragraph": "4", "Publisher": "FASB", "Section": "65", "SubTopic": "10", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116657190&loc=SL116659633-172590" }, "r9": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "50", "SubTopic": "20", "Subparagraph": "(b)", "Topic": "205", "URI": "http://asc.fasb.org/extlink&oid=109222650&loc=d3e1361-107760" }, "r90": { "Name": "Accounting Standards Codification", "Paragraph": "1", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(13))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868656-224227" }, "r91": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(1))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r92": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(10))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r93": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(14))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r94": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(20))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r95": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(21))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r96": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(5))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r97": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(8))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r98": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03(b)(2))", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" }, "r99": { "Name": "Accounting Standards Codification", "Paragraph": "2", "Publisher": "FASB", "Section": "S99", "SubTopic": "10", "Subparagraph": "(SX 210.5-03.1,2)", "Topic": "220", "URI": "http://asc.fasb.org/extlink&oid=116634182&loc=SL114868664-224227" } }, "version": "2.1" } XML 66 R67.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Financing Arrangements - Schedule of Notes (Detail) - USD ($)
Dec. 31, 2019
Dec. 31, 2018
Sep. 30, 2014
Convertible Senior Notes [Line Items]      
Proceeds     $ 250,000,000
Long-term debt $ 208,853,000 $ 296,985,000  
Convertible Debt [Member]      
Convertible Senior Notes [Line Items]      
Proceeds   250,000,000 $ 250,000,000
Less: debt discount, net of amortization   (6,436,000)  
Debt Issuance Costs, Net   947,000  
Long-term debt 0 242,617,000  
Equity component $ 39,287,000 $ 39,287,000  
XML 67 R3.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Balance Sheets (Parenthetical) - $ / shares
Dec. 31, 2019
Dec. 31, 2018
Statement of Financial Position [Abstract]    
Common stock, par value (in USD per share) $ 0.01 $ 0.01
Common stock, shares authorized 500,000,000 500,000,000
Common stock, shares issued 25,144,764 25,114,739
Treasury stock, shares 2,425,430 2,568,288
XML 68 R7.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Description of Business
 12 Months Ended
Dec. 31, 2019
Accounting Policies [Abstract]  
Description of Business Description of Business

Huron is a global consultancy that collaborates with clients to drive strategic growth, ignite innovation and navigate constant change. Through a combination of strategy, expertise and creativity, we help clients accelerate operational, digital and cultural transformation, enabling the change they need to own their future. By embracing diverse perspectives, encouraging new ideas and challenging the status quo, we create sustainable results for the organizations we serve.
XML 70 R21.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Employee Benefit and Deferred Compensation Plans
 12 Months Ended
Dec. 31, 2019
Postemployment Benefits [Abstract]  
Employee Benefit and Deferred Compensation Plans Employee Benefit and Deferred Compensation Plans
We sponsor a qualified defined contribution 401(k) plan covering substantially all of our employees. Under the plan, employees are entitled to make pretax contributions and/or Roth post-tax contributions up to the annual maximums established by the Internal Revenue Service. We match an amount equal to the employees’ contributions up to 6% of the employees’ eligible earnings. Our matching contributions for the years ended December 31, 2019, 2018, and 2017 were $22.8 million, $20.8 million, and $20.0 million, respectively.
We have a non-qualified deferred compensation plan (the “Plan”) that is administered by our board of directors or a committee designated by the board of directors. Under the Plan, members of the board of directors and a select group of our employees may elect to defer the receipt of their director retainers and meeting fees or base salary and bonus, as applicable. Additionally, we may credit amounts to a participant’s deferred compensation account in accordance with employment or other agreements entered into between us and the participant. At our sole
discretion, we may, but are not required to, credit any additional amount we desire to any participant’s deferred compensation account. Amounts credited are subject to vesting schedules set forth in the Plan, employment agreement, or any other agreement entered into between us and the participant. The deferred compensation liability at December 31, 2019 and 2018 was $27.5 million and $18.4 million, respectively. This deferred compensation liability is funded by the Plan assets.
XML 71 R25.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information
 12 Months Ended
Dec. 31, 2019
Segment Reporting [Abstract]  
Segment Information Segment Information
Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker, who is our chief executive officer, manages the business under three operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education.
•
Healthcare
Our Healthcare segment has a depth of expertise in financial and operational improvement, care transformation, culture and organizational excellence, strategy, and technology and analytics. We serve national and regional hospitals, integrated health systems, academic medical centers, community hospitals, and medical groups. Our solutions help clients evolve and adapt to the rapidly changing healthcare environment and achieve growth, optimize performance, enhance profitability, improve quality and clinical outcomes, align leaders, improve organizational culture, and drive physician, patient, and employee engagement across the enterprise to deliver better consumer outcomes.
We help organizations transform and innovate their delivery model to focus on patient wellness by improving quality outcomes, minimizing care variation and fundamentally improving patient and population health. Our consultants collaborate with clients to help build and sustain today’s business to invest in the future by reducing complexity, improving operational efficiency and growing market share. We enable the healthcare of the future by identifying, integrating and optimizing digital and technology investments to collect data that transforms care delivery and improves patient outcomes. We also develop future leaders capable of driving meaningful cultural and organizational change and who transform the consumer experience.
•
Business Advisory
Our Business Advisory segment provides services to large and middle market organizations, lending institutions, law firms, investment banks, private equity firms, and not-for-profit organizations, including higher education and healthcare institutions. We assist clients in a broad range of industries and across the spectrum from healthy, well-capitalized companies to organizations in transition, as well as creditors, equity owners, and other key constituents. Our Enterprise Solutions and Analytics experts advise, deliver, and optimize technology and analytic solutions that enable organizations to manage and optimize their financial performance, operational efficiency, and client or stakeholder experience. Our Business Advisory experts resolve complex business issues and enhance client enterprise value through a suite of services including capital advisory, transaction advisory, operational improvement, restructuring and turnaround, valuation, and dispute advisory. Our Strategy and Innovation professionals collaborate with clients across a range of industries to identify new growth opportunities, build new ventures and capabilities, and accelerate organizational change. Our Life Sciences professionals provide strategic solutions to help pharmaceutical, medical device, and biotechnology companies deliver more value to patients, payers, and providers, and comply with regulations.
•
Education
Our Education segment provides consulting and technology solutions to higher education institutions and academic medical centers. We collaborate with clients to address challenges relating to business and technology strategy, financial and operational excellence, student success, research administration, and regulatory compliance. Our research enterprise solutions assist clients in identifying and implementing institutional research strategy, optimizing clinical research operations, improving financial management and cost reimbursement, improving service to faculty, and mitigating risk compliance. Our technology strategy, enterprise applications, and analytic solutions transform and optimize operations, deliver time and cost savings, and enhance the student experience. Our institutional strategy, budgeting and financial management, and business operations align missions with business priorities, improve quality, and reduce costs institution-wide. Our student solutions improve attraction, retention and graduation rates, increase student satisfaction and help generate quality outcomes.
Segment operating income consists of the revenues generated by a segment, less the direct costs of revenue and selling, general and administrative expenses that are incurred directly by the segment. Unallocated corporate costs include costs related to administrative functions that are performed in a centralized manner that are not attributable to a particular segment. These administrative function costs include costs for corporate office support, office facility costs, costs relating to accounting and finance, human resources, legal, marketing, information technology, and company-wide business development functions, as well as costs related to overall corporate management. 
The tables below set forth information about our operating segments for the years ended December 31, 2019, 2018, and 2017, along with the items necessary to reconcile the segment information to the totals reported in the accompanying consolidated financial statements. We do not present financial information by geographic area because our international operations are immaterial.  
 
Year Ended December 31,
 
2019
 
2018
 
2017
Healthcare:
 
 
 
 
 
Revenues
$
399,221

 
$
364,763

 
$
356,909

Operating income
$
125,724

 
$
108,060

 
$
118,761

Segment operating income as a percentage of segment revenues
31.5
%
 
29.6
%
 
33.3
%
Business Advisory:
 
 
 
 
 
Revenues
$
252,508

 
$
236,185

 
$
207,753

Operating income
$
49,695

 
$
50,625

 
$
46,600

Segment operating income as a percentage of segment revenues
19.7
%
 
21.4
%
 
22.4
%
Education:
 
 
 
 
 
Revenues
$
225,028

 
$
194,177

 
$
167,908

Operating income
$
55,741

 
$
48,243

 
$
40,318

Segment operating income as a percentage of segment revenues
24.8
%
 
24.8
%
 
24.0
%
Total Company:
 
 
 
 
 
Revenues
$
876,757

 
$
795,125

 
$
732,570

Reimbursable expenses
88,717

 
82,874

 
75,175

Total revenues and reimbursable expenses
$
965,474

 
$
877,999

 
$
807,745

 
 
 
 
 
 
Segment operating income
$
231,160

 
$
206,928

 
$
205,679

Items not allocated at the segment level:
 
 
 
 
 
Other operating expenses
140,285

 
122,276

 
120,718

Litigation and other losses (gains), net
(1,196
)
 
(2,019
)
 
1,111

Depreciation and amortization
28,365

 
34,575

 
38,213

Goodwill impairment charges (1)
—

 
—

 
253,093

Other expense, net
11,215

 
26,875

 
15,048

Income (loss) from continuing operations before taxes
$
52,491

 
$
25,221

 
$
(222,504
)

(1)
The goodwill impairment charges are not allocated at the segment level because the underlying goodwill asset is reflective of our corporate investment in the segments. We do not include the impact of goodwill impairment charges in our evaluation of segment performance.
 
 
As of December 31,
Segment Assets:
 
2019
 
2018
 
2017
Healthcare
 
$
73,019

 
$
65,133

 
$
70,097

Business Advisory
 
59,315

 
59,017

 
58,217

Education
 
38,881

 
26,990

 
31,367

Unallocated assets (1)
 
933,056

 
898,392

 
877,247

Total assets
 
$
1,104,271

 
$
1,049,532

 
$
1,036,928

(1)
Unallocated assets include goodwill and intangible assets and our long-term investments, as management does not evaluate these items at the segment level when assessing segment performance or allocating resources. Refer to Note 4 “Goodwill and Intangible Assets" and Note 13 "Fair Value of Financial Instruments" for further information on these assets.
The following table illustrates the disaggregation of revenues by billing arrangements, employee types, and timing of revenue recognition, including a reconciliation of the disaggregated revenues to revenues from our three operating segments for the year ended December 31, 2019 and 2018.
 
Year Ended December 31, 2019
 
Healthcare
 
Business Advisory
 
Education
 
Total
Billing Arrangements
 
 
 
 
 
 
 
Fixed-fee
$
249,479

 
$
100,635

 
$
51,826

 
$
401,940

Time and expense
55,204

 
139,610

 
154,893

 
349,707

Performance-based
71,051

 
6,856

 
—

 
77,907

Software support, maintenance and subscriptions
23,487

 
5,407

 
18,309

 
47,203

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
 
 
 
 
 
 
 
Employee Type (1)
 
 
 
 
 
 
 
Revenue generated by full-time billable consultants
$
280,915

 
$
243,350

 
$
195,844

 
$
720,109

Revenue generated by full-time equivalents
118,306

 
9,158

 
29,184

 
156,648

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Revenue recognized over time
$
390,884

 
$
252,508

 
$
223,673

 
$
867,065

Revenue recognized at a point in time
8,337

 
—

 
1,355

 
9,692

Total
$
399,221

 
$
252,508

 
$
225,028

 
$
876,757

 
Year Ended December 31, 2018
 
Healthcare
 
Business Advisory
 
Education
 
Total
Billing Arrangements
 
 
 
 
 
 
 
Fixed-fee
$
239,263

 
$
98,119

 
$
39,586

 
$
376,968

Time and expense
58,377

 
128,583

 
140,824

 
327,784

Performance-based
42,684

 
5,405

 
—

 
48,089

Software support, maintenance and subscriptions
24,439

 
4,078

 
13,767

 
42,284

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

 
 
 
 
 
 
 
 
Employee Type (1)
 
 
 
 
 
 
 
Revenue generated by full-time billable consultants
$
247,416

 
$
225,335

 
$
170,496

 
$
643,247

Revenue generated by full-time equivalents
117,347

 
10,850

 
23,681

 
151,878

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

 
 
 
 
 
 
 
 
Timing of Revenue Recognition
 
 
 
 
 
 
 
Revenue recognized over time
$
356,826

 
$
236,185

 
$
190,526

 
$
783,537

Revenue recognized at a point in time
7,937

 
—

 
3,651

 
11,588

Total
$
364,763

 
$
236,185

 
$
194,177

 
$
795,125

(1)
Full-time billable consultants consist of our full-time professionals who provide consulting services to our clients and are billable to our clients based on the number of hours worked. Full-time equivalent professionals consist of our coaches and their support staff within our Culture and Organizational Excellence solution, consultants who work variable schedules as needed by our clients, employees who provide managed services in our Healthcare segment, and full-time employees who provide software support and maintenance services to our clients.
For the years ended December 31, 2019, 2018, and 2017, substantially all of our revenues and long-lived assets were attributed to or located in the United States.
At December 31, 2019 and 2018, no single client accounted for greater than 10% of our combined receivables and unbilled services balances. During the years ended December 31, 2019, 2018, and 2017, no single client generated greater than 10% of our consolidated revenues.
XML 72 R29.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments - (Policies)
 12 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Fair value measurement policy
Certain of our assets and liabilities are measured at fair value. Fair value is defined as the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy for inputs used in measuring fair value and requires companies to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three levels based on the objectivity of the inputs as follows:
Level 1 Inputs
  
Quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
 
 
Level 2 Inputs
  
Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.
 
 
Level 3 Inputs
  
Unobservable inputs for the asset or liability, and include situations in which there is little, if any, market activity for the asset or liability.
XML 73 R36.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Financing Arrangements (Tables)
 12 Months Ended
Dec. 31, 2019
Debt Disclosure [Abstract]  
Summary of Carrying Amounts of Debt
A summary of the carrying amounts of our debt follows:
 
As of December 31,
 
2019
 
2018
1.25% convertible senior notes due 2019
$
—

 
$
242,617

Senior secured credit facility
205,000

 
50,000

Promissory note due 2024
3,853

 
4,368

Total long-term debt
$
208,853

 
$
296,985

Current maturities of long-term debt
(529
)
 
(243,132
)
Long-term debt, net of current portion
$
208,324

 
$
53,853
Schedule of Maturities of Long-term Debt
Below is a summary of the scheduled remaining principal payments of our debt as of December 31, 2019.
 
Principal Payments of Long-Term Debt
2020
$
529

2021
$
544

2022
$
559

2023
$
575

2024
$
206,646
Schedule of Notes
As of December 31, 2018, the Convertible Notes consisted of the following: 
 
 
As of December 31, 2018
Liability component:
 
 
Proceeds
 
$
250,000

Less: debt discount, net of amortization
 
(6,436
)
Less: debt issuance costs, net of amortization
 
(947
)
Net carrying amount
 
$
242,617

Equity component (1)
 
$
39,287


(1)
Included in additional paid-in capital on the consolidated balance sheet.
Summary of Interest Expense Recognized
The following table presents the amount of interest expense recognized related to the Convertible Notes for the periods presented. 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Contractual interest coupon
$
2,344

 
$
3,125

 
$
3,125

Amortization of debt discount
6,436

 
8,232

 
7,851

Amortization of debt issuance costs
947

 
1,245

 
1,224

Total interest expense
$
9,727

 
$
12,602

 
$
12,200
XML 74 R32.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions (Tables) - Innosight Holdings, LLC [Member]
 12 Months Ended
Dec. 31, 2019
Acquired Finite-Lived Intangible Assets [Line Items]  
Summary of Fair Value of Consideration Transferred
The acquisition date fair value of the consideration transferred for Innosight was $113.6 million, which consisted of the following:
Fair value of consideration transferred
 March 1, 2017
Cash
$
90,725

Common stock
9,560

Contingent consideration liability
12,050

Net working capital adjustment
1,272

Total consideration transferred
$
113,607
Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed
The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the acquisition date.
 
March 1, 2017
Assets acquired:
 
Accounts receivable
$
7,752

Unbilled services
1,881

Prepaid expenses and other current assets
468

Property and equipment
419

Intangible assets
18,015

Liabilities assumed:
 
Accounts payable
531

Accrued expenses and other current liabilities
894

Accrued payroll and related benefits
883

Deferred revenues
30

Total identifiable net assets
26,197

Goodwill
87,410

Total purchase price
$
113,607
Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives
The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date.
 
Fair Value
 
Useful Life in
Years
Customer relationships
$
9,500

 
6
Trade name
6,000

 
6
Customer contracts
1,000

 
1
Non-compete agreements
1,300

 
5
Favorable lease contract
215

 
1
Total intangible assets subject to amortization
$
18,015

 
 
Summary of Supplemental Pro Forma Consolidated Results of Operations
The following unaudited supplemental pro forma information summarizes the combined results of operations of Huron and Innosight as though the companies were combined on January 1, 2016.
 
Year Ended
December 31, 2017
Revenues
$
741,695

Net income (loss) from continuing operations
$
(167,346
)
Net income (loss) from continuing operations per share - basic
$
(7.79
)
Net income (loss) from continuing operations per share - diluted
$
(7.79
)
XML 75 R19.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments
 12 Months Ended
Dec. 31, 2019
Fair Value Disclosures [Abstract]  
Fair Value of Financial Instruments Fair Value of Financial Instruments
Certain of our assets and liabilities are measured at fair value. Fair value is defined as the price that would be received to sell an asset or the price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy for inputs used in measuring fair value and requires companies to maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy consists of three levels based on the objectivity of the inputs as follows:
Level 1 Inputs
  
Quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date.
 
 
Level 2 Inputs
  
Quoted prices in active markets for similar assets or liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.
 
 
Level 3 Inputs
  
Unobservable inputs for the asset or liability, and include situations in which there is little, if any, market activity for the asset or liability.


The tables below sets forth our fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018.
 
Level 1
 
Level 2
 
Level 3
 
Total
December 31, 2019
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
Convertible debt investment
$
—

 
$
—

 
$
49,542

 
$
49,542

Deferred compensation assets
—

 
27,445

 
—

 
27,445

Total assets
$
—

 
$
27,445

 
$
49,542

 
$
76,987

Liabilities:
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
546

 
$
—

 
$
546

Total liabilities
$
—

 
$
546

 
$
—

 
$
546


 
Level 1
 
Level 2
 
Level 3
 
Total
December 31, 2018
 
 
 
 
 
 
 
Assets:
 
 
 
 
 
 
 
Interest rate swap
$
—

 
$
753

 
$
—

 
$
753

Convertible debt investment
—

 
—

 
50,429

 
50,429

Deferred compensation assets
—

 
18,205

 
—

 
18,205

Total assets
$
—

 
$
18,958

 
$
50,429

 
$
69,387

Liabilities:
 
 
 
 
 
 
 
Contingent consideration for business acquisitions
$
—

 
$
—

 
$
11,441

 
$
11,441

Total liabilities
$
—

 
$
—

 
$
11,441

 
$
11,441


Interest rate swap: The fair value of our interest rate swap was derived using estimates to settle the interest rate swap agreement, which is based on the net present value of expected future cash flows on each leg of the swap utilizing market-based inputs and discount rates reflecting the risks involved.
Convertible debt investment: In 2014 and 2015, we invested $27.9 million, in the form of zero coupon convertible debt (the "initial convertible notes"), in Shorelight Holdings, LLC (“Shorelight”), the parent company of Shorelight, a U.S.-based company that partners with leading nonprofit universities to increase access to and retention of international students, boost institutional growth, and enhance an institution’s global footprint. In the second quarter of 2019, we amended the initial investment to extend the maturity date by one year to July 1, 2021, unless converted earlier. In the first quarter of 2020, we invested an additional $13.0 million, in the form of 1.69% convertible debt with a senior liquidation preference to the initial convertible notes (the "additional convertible note"); and amended our initial convertible notes to extend the maturity date to January 17, 2024, which coincides with the maturity date of the additional convertible note.
To determine the appropriate accounting treatment for our investment, we performed a variable interest entity (“VIE”) analysis and concluded that Shorelight does not meet the definition of a VIE. We also reviewed the characteristics of our investment to confirm that the convertible notes are not in-substance common stock that would warrant equity method accounting. After we reviewed all of the terms of the investment, we concluded the appropriate accounting treatment to be that of an available-for-sale debt security.
The investment is carried at fair value with unrealized holding gains and losses excluded from earnings and reported in other comprehensive income. We estimate the fair value of our investment using a scenario-based approach in the form of a hybrid analysis that consists of a Monte Carlo simulation model and an expected return analysis. The conclusion of value for our investment is based on the probability-weighted assessment of both scenarios. The hybrid analysis utilizes certain assumptions related to the assumed holding period, the applicable waterfall distribution at the end of the expected holding period based on the rights and privileges of the various instruments, cash flow projections discounted at the risk-adjusted rate, and the concluded equity volatility, all of which are Level 3 inputs. The valuation of our investment as of December 31, 2019 takes into consideration the equity value indication as well as the dilutive impact of the convertible debt issued by Shorelight in the first quarter of 2020, the terms of which were known or knowable as of December 31, 2019. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of the investment, which would result in different impacts to our consolidated balance sheet and comprehensive income. Actual results may differ from our estimates. The fair value of the convertible debt investment is recorded in long-term investments on our consolidated balance sheets.
The table below sets forth the changes in the balance of the convertible debt investment for the years ended December 31, 2019 and 2018.
 
 
Convertible Debt Investment
Balance as of December 31, 2017
 
$
39,904

Change in fair value of convertible debt investment
 
10,525

Balance as of December 31, 2018
 
50,429

Change in fair value of convertible debt investment
 
(887
)
Balance as of December 31, 2019
 
$
49,542

Deferred compensation assets: We have a non-qualified deferred compensation plan (the "Plan") for the members of our board of directors and a select group of our employees. The deferred compensation liability is funded by the Plan assets, which consist of life insurance policies maintained within a trust. The cash surrender value of the life insurance policies approximates fair value and is based on third-party broker statements which provide the fair value of the life insurance policies' underlying investments, which are Level 2 inputs. The cash surrender
value of the life insurance policies is invested primarily in mutual funds. The Plan assets are included in other non-current assets on our consolidated balance sheets. Realized and unrealized gains (losses) from the deferred compensation assets are recorded to other income (expense), net in our consolidated statements of operations.
Contingent consideration for business acquisitions: We estimate the fair value of acquisition-related contingent consideration using either a probability-weighted assessment of the specific financial performance targets being measured or a Monte Carlo simulation model, as appropriate. These fair value measurements are based on significant inputs not observable in the market and thus represent Level 3 inputs. The significant unobservable inputs used in the fair value measurements of our contingent consideration are our measures of the estimated payouts based on internally generated financial projections on a probability-weighted basis and discount rates, which typically reflect a risk-free rate. The fair value of the contingent consideration is reassessed quarterly based on assumptions used in our latest projections and input provided by practice leaders and management. Any change in the fair value estimate is recorded in our consolidated statement of operations for that period. The use of alternative estimates and assumptions could increase or decrease the estimated fair value of our contingent consideration liability, which would result in different impacts to our consolidated balance sheets and consolidated statements of operations. Actual results may differ from our estimates.
The table below sets forth the changes in the balance of the contingent consideration for business acquisitions for the years ended December 31, 2019 and 2018.
 
 
Contingent Consideration for Business Acquisitions
Balance as of December 31, 2017
 
$
22,828

Acquisitions
 
212

Payments
 
(11,974
)
Remeasurement of contingent consideration for business acquisitions
 
381

Unrealized gain due to foreign currency translation
 
(6
)
Balance as of December 31, 2018
 
11,441

Payments
 
(10,041
)
Remeasurement of contingent consideration for business acquisitions
 
(1,506
)
Unrealized loss due to foreign currency translation
 
106

Balance as of December 31, 2019
 
$
—


Financial assets and liabilities not recorded at fair value on a recurring basis are as follows:
Preferred Stock Investment
In the fourth quarter of 2019, we invested $5.0 million, in the form of preferred stock, in Medically Home Group, Inc. ("Medically Home"), a healthcare technology-enabled services company. To determine the appropriate accounting treatment for our investment, we performed a VIE analysis and concluded that Medically Home does not meet the definition of a VIE. We also reviewed the characteristics of our investment to confirm that the preferred stock is not in-substance common stock that would warrant equity method accounting. After we reviewed all of the terms of the investment, we concluded the appropriate accounting treatment for our investment in Medically Home to be that of an equity security with no readily determinable fair value. We elected to apply the measurement alternative at the time of the purchase and will continue to do so until the investment does not qualify to be so measured. Under the measurement alternative, the investment is carried at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. On a quarterly basis, we review the information available to determine whether an orderly and observable transaction for the same or similar equity instrument occurred, and remeasure the fair value of the preferred stock using such identified transactions, with changes in the fair value recorded in consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment.
Senior Secured Credit Facility
The carrying value of our borrowings outstanding under our senior secured credit facility is stated at cost. Our carrying value approximates fair value, using Level 2 inputs, as the senior secured credit facility bears interest at variable rates based on current market rates as set forth in the Amended Credit Agreement. Refer to Note 7 “Financing Arrangements” for additional information on our senior secured credit facility.
Promissory Note due 2024
The carrying value of our promissory note due 2024 is stated at cost. Our carrying value approximates fair value, using Level 2 inputs, as the promissory note bears interest at rates based on current market rates as set forth in the terms of the promissory note. Refer to Note 7 “Financing Arrangements” for additional information on our promissory note due 2024.
Convertible Notes
The carrying amount and estimated fair value of the Convertible Notes as of December 31, 2018 follows. The Convertible Notes matured on October 1, 2019.
 
December 31, 2018
 
Carrying
Amount
 
Estimated
Fair Value
1.25% convertible senior notes due 2019
$
242,617

 
$
242,940


The difference between the $250 million principal amount of the Convertible Notes and the carrying amount shown above represented the unamortized debt discount and issuance costs. As of December 31, 2018, the carrying value of the equity component of $39.3 million was unchanged from the date of issuance. Refer to Note 7 “Financing Arrangements” for additional information on our Convertible Notes. The estimated fair value of the Convertible Notes was determined based on the quoted bid price of the Convertible Notes in an over-the-counter market, which is a Level 2 input, on the last day of trading for the year ended December 31, 2018.
Cash and cash equivalents are stated at cost, which approximates fair market value. The carrying values of all other financial instruments not described above reasonably approximate fair market value due to the nature of the financial instruments and the short-term maturity of these items.
XML 76 R11.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Leases Leases
 12 Months Ended
Dec. 31, 2019
Leases [Abstract]  
Leases of Lessee Disclosure [Text Block] Leases
We lease office space, data centers and certain equipment under operating leases expiring on various dates through 2029, with various renewal options that can extend the lease terms by one to ten years. Our operating leases include fixed payments plus, in some cases, scheduled base rent increases over the term of the lease. Certain leases require variable payments of real estate taxes, insurance and
operating expenses. We exclude these variable payments from the measurements of our lease liabilities and expense them as incurred. We elected the practical expedient to combine lease and nonlease components. No lease agreements contain any residual value guarantees or material restrictive covenants. As of December 31, 2019, we have not entered into any material finance leases. We sublease certain office spaces to third parties resulting from restructuring activities in certain locations.
Operating lease right-of-use ("ROU") assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. First, we test the asset group for recoverability by comparing the undiscounted cash flows of the asset group, which include expected future lease and nonlease payments under the lease agreement offset by expected sublease income, to the carrying amount of the asset group. If the first step of the long-lived asset impairment test concludes that the carrying amount of the asset group is not recoverable, we perform the second step of the long-lived asset impairment test by comparing the fair value of the asset group to its carrying amount and recognizing a lease impairment charge for the amount by which the carrying amount exceeds the fair value. To estimate the fair value of the asset group, we rely on a discounted cash flow approach using market participant assumptions of the expected cash flows and discount rate. During 2019, we recorded $0.8 million of lease impairment charges for office spaces vacated during the year, of which $0.6 million was allocated to the operating lease ROU assets and $0.2 million was allocated to the leasehold improvements based on their relative carrying amounts. The $0.8 million lease impairment charge was recognized in restructuring charges on our consolidated statement of operations. See Note 11 "Restructuring Charges" for additional information on our restructuring activities.
In the fourth quarter of 2019, we entered into an amendment to the office lease agreement for our principal executive offices in Chicago, Illinois, which resulted in a non-cash gain on lease modification of $0.8 million. Among other items, this amendment i) extends the term of the lease from September 30, 2024 to September 30, 2029; ii) provides a renewal option to extend the lease for an additional five year period to September 30, 2034; iii) terminates the lease with respect to certain leased spaces previously vacated; iv) provides abatement of certain future base rent payments and our pro rata share of operating expenses and taxes; and v) provides a one-time cash payment from the lessor as an incentive.
Additional information on our operating leases as of December 31, 2019 follows.
Balance Sheet
 
December 31, 2019
Operating lease right-of-use assets
 
$
54,954

 
 
 
Current maturities of operating lease liabilities
 
$
7,469

Operating lease liabilities, net of current portion
 
69,233

Total lease liabilities
 
$
76,702


Lease Cost
 
Year Ended
December 31, 2019
Operating lease cost
 
$
11,883

Short-term leases (1)
 
322

Variable lease costs
 
3,656

Sublease income
 
(2,638
)
Net lease cost (2)(3)(4)
 
$
13,223

(1)
Includes variable lease costs related to short-term leases.
(2)
Net lease cost includes $0.4 million for the year ended December 31, 2019, recorded as restructuring charges as they relate to vacated office spaces. See Note 11 "Restructuring Charges" for additional information on our vacated office spaces.
(3)
Net lease cost includes $0.3 million for the year ended December 31, 2019, related to vacated office spaces directly related to discontinued operations.
(4)
Rent expense, including operating expenses, real estate taxes and insurance, recorded under ASC 840 for the years ended December 31, 2018 and 2017 was $15.1 million and $14.3 million, respectively.
The table below summarizes the remaining expected lease payments under our operating leases as of December 31, 2019.
Future Lease Payments
 
December 31,
2019
2020
 
$
9,772

2021
 
12,039

2022
 
11,502

2023
 
11,470

2024
 
10,893

Thereafter
 
35,211

Total operating lease payments
 
$
90,887

Less: imputed interest
 
(14,185
)
Present value of operating lease liabilities 
 
$
76,702

The table below summarizes the future minimum rental commitments, as defined by ASC 840, under our non-cancelable operating leases as of December 31, 2018.
Lease Payments
 
December 31,
2018 (1)
2019
 
$
13,701

2020
 
12,724

2021
 
11,590

2022
 
10,766

2023
 
10,707

Thereafter
 
27,033

Total
 
$
86,521

(1)
As of December 31, 2018, the expected total future minimum sublease income to be received was $10.2 million.
Other Information
 
Year Ended
December 31, 2019
Cash paid for operating lease liabilities
 
$
13,902

Operating lease right-of-use assets obtained in exchange for operating lease liabilities
 
$
12,842

 
 
 
Weighted average remaining lease term - operating leases
 
7.7 years

Weighted average discount rate - operating leases
 
4.3
%
XML 77 R15.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Revenues Revenue
 12 Months Ended
Dec. 31, 2019
Revenue from Contract with Customer [Abstract]  
Revenue from Contract with Customer [Text Block] Revenues
For the years ended December 31, 2019, 2018 and 2017 we recognized revenues of $876.8 million, $795.1 million, and $732.6 million, respectively. Of the $876.8 million recognized in 2019, we recognized revenues of $2.8 million from obligations satisfied, or partially satisfied, in prior periods due to the release of allowances on unbilled services as a result of securing contract amendments. During 2019, we recognized a $1.0 million decrease to revenues due to changes in the estimates of our variable consideration under performance-based billing arrangements. Of the $795.1 million recognized in 2018, we recognized revenues of $10.8 million from obligations satisfied, or partially satisfied, in prior periods, of which $7.2 million was due to changes in the estimates of our variable consideration under performance-based billing arrangements and $3.6 million was primarily due to the release of allowances on unbilled services due to securing contract amendments.
As of December 31, 2019, we had $90.1 million of remaining performance obligations under engagements with original expected durations greater than one year. These remaining performance obligations exclude obligations under contracts with an original expected duration of one year or less, variable consideration which has been excluded from the total transaction price due to the constraint, and performance obligations under time-and-expense engagements which are recognized in the amount invoiced. Of the $90.1 million of performance obligations, we expect to recognize approximately $58.1 million as revenue in 2020, $20.9 million in 2021, and the remaining $11.1 million thereafter. Actual revenue recognition could differ from these amounts as a result of changes in the estimated timing of work to be performed, adjustments to estimated variable consideration in performance-based arrangements, or other factors.
Contract Assets and Liabilities
The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets.
Unbilled services include revenues recognized for services performed but not yet billed to clients. Services performed that we are not yet entitled to bill because certain events must occur, such as the completion of the measurement period or client approval in performance-based engagements, are recorded as contract assets and included within unbilled services, net. The contract asset balance as of December 31, 2019 and 2018 was $12.6 million and $9.1 million, respectively. The $3.5 million increase primarily reflects timing differences between the completion of our performance obligations and the amounts billed or billable to clients in accordance with their contractual billing terms.
Client prepayments and retainers are classified as deferred revenues and recognized over future periods in accordance with the applicable engagement agreement and our revenue recognition policy. Our deferred revenues balance as of December 31, 2019 and December 31, 2018 was $28.4 million and $28.1 million respectively. The $0.3 million increase primarily reflects timing differences between client payments in accordance with their contract terms and the completion of our performance obligations. For the year ended December 31, 2019, $22.8 million of revenues recognized were included in the deferred revenue balance as of December 31, 2018. For the year ended December 31, 2018, $23.5 million of revenues recognized were included in the deferred revenue balance as of December 31, 2017.
XML 78 R74.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share - Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents (Detail) - shares
shares in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total anti-dilutive securities 3,129 6,258 7,088
Restricted Stock Awards [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total anti-dilutive securities 0 0 636
Share-based Payment Arrangement, Option [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total anti-dilutive securities 0 0 194
Convertible Debt Securities [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total anti-dilutive securities 0 3,129 3,129
Warrant [Member]      
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]      
Total anti-dilutive securities 3,129 3,129 3,129
XML 79 R103.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Valuation and Qualifying Accounts - Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Allowances for doubtful accounts and unbilled services [Member]      
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]      
Beginning balance $ 22,241 $ 24,499 $ 21,259
Additions 69,979 49,390 43,888
Deductions 73,552 51,648 40,648
Ending balance 18,668 22,241 24,499
Valuation allowance for deferred tax assets [Member]      
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items]      
Beginning balance 3,143 1,247 626
Additions 1 2,314 793
Deductions 2,128 418 172
Ending balance $ 1,016 $ 3,143 $ 1,247
XML 80 R84.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments Fair Value of Financial Instruments - Contingent Consideration Reconciliation (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Fair Value, Recurring [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure $ 546 $ 11,441  
Contingent Consideration Liability [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Asset, Purchases   212  
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Settlements (10,041) (11,974)  
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Period Increase (Decrease) (1,506) 381  
Contingent Consideration Liability [Member] | Fair Value, Recurring [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure 0 11,441 $ 22,828
Foreign Currency Gain (Loss) [Member] | Contingent Consideration Liability [Member]      
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Period Increase (Decrease) $ 106 $ (6)  
XML 81 R80.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]      
Document Period End Date Dec. 31, 2019    
Fair Value, Recurring [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure $ 76,987 $ 69,387  
Financial and Nonfinancial Liabilities, Fair Value Disclosure 546 11,441  
Fair Value, Recurring [Member] | Deferred Compensation Plan Assets [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure 27,445 18,205  
Fair Value, Recurring [Member] | Contingent Consideration Liability [Member]      
Assets, Fair Value Disclosure [Abstract]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure 0 11,441 $ 22,828
Fair Value, Recurring [Member] | Interest Rate Swap [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure   753  
Financial and Nonfinancial Liabilities, Fair Value Disclosure 546    
Fair Value, Recurring [Member] | Convertible Debt Securities [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure 49,542 50,429 $ 39,904
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure 27,445 18,958  
Financial and Nonfinancial Liabilities, Fair Value Disclosure 546 0  
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Deferred Compensation Plan Assets [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure 27,445 18,205  
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure   753  
Financial and Nonfinancial Liabilities, Fair Value Disclosure 546    
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure 49,542 50,429  
Financial and Nonfinancial Liabilities, Fair Value Disclosure 0 11,441  
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Contingent Consideration Liability [Member]      
Assets, Fair Value Disclosure [Abstract]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure   11,441  
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Convertible Debt Securities [Member]      
Assets, Fair Value Disclosure [Abstract]      
Assets, Fair Value Disclosure $ 49,542 $ 50,429  
XML 82 R70.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Capital Structure - Additional Information (Detail) - $ / shares
Dec. 31, 2019
Dec. 31, 2018
Equity [Abstract]    
Preferred stock, shares authorized 50,000,000  
Common stock, shares authorized 500,000,000 500,000,000
Common stock, par value (in USD per share) $ 0.01 $ 0.01
Preferred Stock, Shares Issued 0 0
XML 83 R88.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Equity Incentive Plans - Additional Information (Detail)
$ / shares in Units, $ in Millions
 3 Months Ended 12 Months Ended
May 01, 2015
shares
Mar. 31, 2020
shares
Dec. 31, 2019
USD ($)
$ / shares
shares
Dec. 31, 2018
USD ($)
$ / shares
shares
Dec. 31, 2017
USD ($)
$ / shares
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Retirement eligible provision, minimum age     62 years    
Retirement eligible provision, minimum years of service     7 years    
Share-based compensation expense | $     $ 24.2 $ 18.8 $ 14.8
Income tax benefits | $     5.3 $ 4.6 5.8
Unrecognized compensation cost | $     $ 26.2    
Unrecognized compensation cost, Period     2 years 2 months 12 days    
Stock option awards granted     0    
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number     106,000 154,000  
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $     $ 1.6    
Exercise of stock options, shares     48,000    
Restricted Stock Awards [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Award vesting period     4 years    
Aggregate fair value of stock vested | $     $ 14.5 $ 9.1 $ 11.1
Weighted average grant date fair value (in USD per share) | $ / shares     $ 48.57 $ 38.45 $ 42.11
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number     786,000 758,000  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period     31,000    
Performance-based stock activity [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Aggregate fair value of stock vested | $     $ 3.4 $ 1.5 $ 3.6
Weighted average grant date fair value (in USD per share) | $ / shares     $ 47.93 $ 35.25 $ 42.75
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number     500,000 436,000  
Nonvested And Unearned Performance Shares     403,794    
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period     144,000    
Performance-based stock activity [Member] | Minimum [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Award vesting period     2 years    
Share-based Payment Arrangement, Option [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value | $       $ 0.8  
Exercise of stock options, shares         0
Executive Officer [Member] | Share-based Payment Arrangement, Option [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Award vesting period     4 years    
Stock options contractual term     10 years    
Two Thousand And Twelve Plan [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized     2,254,000    
Shares available for issuance     1,100,000    
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number     32,000    
Two Thousand And Twelve Plan [Member] | Restricted Stock Awards [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number     774,000 747,000  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period     30,000    
Stock Ownership Participation Program [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Shares available for issuance 300,000   100,000    
Restricted stock granted as a percentage of purchased shares 0.25        
Stock Ownership Participation Program [Member] | Restricted Stock Awards [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number     12,000 11,000  
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period     1,000    
Two Thousand and Four Plan [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number     74,000    
Forecast [Member] | Performance-based stock activity [Member]          
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]          
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Forfeited in Period   110,936      
XML 84 R78.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Derivative Instruments and Hedging Activity - Additional Information (Detail) - USD ($)
$ in Millions
 12 Months Ended
Jun. 22, 2017
Dec. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]    
Interest rate swap agreement, effective date Aug. 31, 2017  
Interest rate swap agreement, end date Aug. 31, 2022  
Interest rate swap agreement for a notional amount $ 50.0  
Duration of LIBOR 1 month  
Percentage of fixed rate 1.90%  
Derivative Instruments, Gain (Loss) Reclassification from Accumulated OCI to Income, Estimated Net Amount to be Transferred   $ 0.1
Loss reclassification from accumulated OCI to income, estimate of time to transfer   12 months
XML 85 R53.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions - Summary of Supplemental Pro Forma Consolidated Results of Operations (Details) - Innosight Holdings, LLC [Member]
$ / shares in Units, $ in Thousands
 12 Months Ended
Dec. 31, 2017
USD ($)
$ / shares
Business Combination, Separately Recognized Transactions [Line Items]  
Business acquisition, pro forma revenue | $ $ 741,695
Business acquisition, pro forma net income (loss) | $ $ (167,346)
Business acquisition, pro forma earnings per share, basic (in USD per share) | $ / shares $ (7.79)
Business acquisition, pro forma earnings per share, diluted (in USD per share) | $ / shares $ (7.79)
XML 86 R57.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Nov. 30, 2019
Goodwill [Line Items]        
Goodwill, Impairment Loss $ 0 $ 0 $ (253,093)  
Amortization of Intangible Assets $ 17,800 $ 24,000 35,000  
Health Care [Member]        
Goodwill [Line Items]        
Goodwill, Impairment Loss     (208,100)  
Enterprise Solutions and Analytics [Member]        
Goodwill [Line Items]        
Goodwill, Impairment Loss     $ (45,000)  
Strategy and Innovation [Member]        
Goodwill [Line Items]        
Reporting Unit, Percentage of Fair Value in Excess of Carrying Amount       41.00%
XML 87 R69.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Financing Arrangements - Additional Information (Detail)
$ / shares in Units, shares in Millions
 1 Months Ended 3 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2017
USD ($)
Jun. 22, 2017
Mar. 31, 2015
USD ($)
Sep. 30, 2014
USD ($)
$ / shares
shares
Oct. 31, 2019
USD ($)
Mar. 31, 2015
USD ($)
Sep. 30, 2014
USD ($)
$ / shares
shares
Jun. 30, 2017
USD ($)
Dec. 31, 2019
USD ($)
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Debt Instrument [Line Items]                      
Aggregate principal amount       $ 250,000,000     $ 250,000,000        
Debt Instrument, Interest Rate, Stated Percentage       1.25%     1.25%        
Payments of Debt Issuance Costs                 $ 1,524,000 $ 1,385,000 $ 408,000
Conversion price of convertible notes (in USD per share) | $ / shares       $ 79.89     $ 79.89        
Deferred income taxes, net                 8,070,000 732,000  
Long-term debt                 208,853,000 296,985,000  
Duration of LIBOR   1 month                  
Property and equipment, net                 38,413,000 40,374,000  
Warrant [Member]                      
Debt Instrument [Line Items]                      
Common stock purchased (in shares) | shares       3.1     3.1        
Common stock price (in USD per share) | $ / shares       $ 97.12     $ 97.12        
Aggregate proceeds from the sale of warrants       $ 23,600,000              
Note Hedge [Member]                      
Debt Instrument [Line Items]                      
Common stock purchased (in shares) | shares       3.1     3.1        
Aggregate amount for convertible hedge       $ 42,100,000              
Deferred tax asset       16,500,000     $ 16,500,000        
Convertible Debt [Member]                      
Debt Instrument [Line Items]                      
Aggregate principal amount       $ 250,000,000     $ 250,000,000     250,000,000  
Debt Instrument, Interest Rate, Stated Percentage       1.25%     1.25%        
Debt Conversion, Original Debt, Due Date of Debt       Oct. 01, 2019              
Proceeds from Lines of Credit         $ 217,000,000.0            
Repayments of Debt         $ 33,000,000.0            
Effective interest rate of debt       4.751%     4.751%        
Payments of Debt Issuance Costs             $ 7,300,000        
Liability issuance costs       $ 6,200,000     6,200,000        
Equity issuance costs       $ 1,100,000     $ 1,100,000        
Conversion price of convertible notes (in USD per share) | $ / shares       $ 79.89     $ 79.89        
Deferred income taxes, net       $ 15,400,000     $ 15,400,000        
Long-term debt                 $ 0 242,617,000  
Convertible Debt [Member] | Maximum [Member]                      
Debt Instrument [Line Items]                      
Conversion price of convertible notes (in USD per share) | $ / shares       $ 97.12     $ 97.12        
Senior Secured Credit Facility [Member]                      
Debt Instrument [Line Items]                      
Line of credit current borrowing capacity     $ 600,000,000     $ 600,000,000          
Maturity date     Sep. 27, 2024                
Optional increase In revolver     $ 150,000,000                
Aggregate principal amount - Senior secured credit facility     $ 750,000,000     $ 750,000,000          
Percentage of pledged voting stock in domestic subsidiaries     100.00%                
Percentage of pledged voting stock in foreign subsidiaries     65.00%                
Maximum consolidated leverage ratio           3.75          
Debt Instrument, Covenant, Consolidated Leverage Ratio, Additional Increase           4.00          
Minimum interest coverage ratio     3.50     3.50          
Actual consolidated leverage ratio                 1.64    
Actual interest coverage ratio                 15.29    
Long-term debt                 $ 205,000,000 $ 50,000,000  
Percentage of weighted average interest rate of borrowings                 3.00% 3.70%  
Outstanding letters of credit                 $ 1,700,000 $ 1,600,000  
Unused borrowing capacity under Credit Agreement                 393,300,000    
Senior Secured Credit Facility [Member] | Minimum [Member] | Base Rate [Member]                      
Debt Instrument [Line Items]                      
Debt Instrument, Basis Spread on Variable Rate     0.125%                
Senior Secured Credit Facility [Member] | Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member]                      
Debt Instrument [Line Items]                      
Debt Instrument, Basis Spread on Variable Rate     1.125%                
Senior Secured Credit Facility [Member] | Maximum [Member] | Base Rate [Member]                      
Debt Instrument [Line Items]                      
Debt Instrument, Basis Spread on Variable Rate     0.875%                
Senior Secured Credit Facility [Member] | Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member]                      
Debt Instrument [Line Items]                      
Debt Instrument, Basis Spread on Variable Rate     1.875%                
Promissory Note due 2024 [Member]                      
Debt Instrument [Line Items]                      
Debt Instrument, Basis Spread on Variable Rate 1.97%                    
Long-term debt $ 5,100,000             $ 5,100,000 3,853,000 4,368,000  
Debt Instrument, Maturity Date Mar. 01, 2024                    
Repayment of Principal at Maturity Date $ 1,500,000             $ 1,500,000      
Duration of LIBOR               1 month      
Aircraft [Domain]                      
Debt Instrument [Line Items]                      
Property and equipment, net                 $ 5,100,000 $ 5,800,000  
XML 88 R99.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information - Additional Information (Detail)
 12 Months Ended
Dec. 31, 2019
Segment
Segment Reporting [Abstract]  
Number of Operating Segments 3
XML 89 R61.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Leases Schedule of Operating Lease Additional Information (Details)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
USD ($)
Leases [Abstract]  
Operating Lease, Payments $ 13,902
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability $ 12,842
Operating Lease, Weighted Average Remaining Lease Term 7 years 8 months 12 days
Operating Lease, Weighted Average Discount Rate, Percent 4.30%
XML 90 R91.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Equity Incentive Plans - Schedule of Stock Option Activity (Detail) - USD ($)
$ / shares in Units, $ in Millions
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Number of Options (in thousands)    
Outstanding, shares, beginning balance 154,000  
Stock option awards granted 0  
Exercise of stock options, shares (48,000)  
Forfeited or expired, shares 0  
Outstanding, shares, ending balance 106,000 154,000
Exercisable, shares, ending balance 106,000  
Beginning balance, weighted average exercise price (in USD per share) $ 30.52  
Ending balance, weighted average exercise price (in USD per share) 32.57 $ 30.52
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price 25.97  
Exercisable, weighted average exercise price (in USD per share) $ 32.57  
Weighted-average remaining contractual term (years), option outstanding 1 year 10 months 24 days 2 years 6 months
Weighted-average remaining contractual term (years), options exercisable 1 year 10 months 24 days  
Aggregate intrinsic value, option outstanding, beginning balance $ 3.2  
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value 1.6  
Aggregate intrinsic value, options exercisable, ending balance 3.8  
Aggregate intrinsic value, option outstanding, ending balance $ 3.8 $ 3.2
XML 91 R95.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes - Additional Information (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Dec. 31, 2016
Income Tax Disclosure [Line Items]        
Document Period End Date Dec. 31, 2019      
Additional Income Tax Expense or Benefit due to Tax Reform   $ 600    
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Amount   $ 200    
Effective Tax Rate For Discontinued Operations 26.00% 26.70% 60.00%  
Deferred Tax Assets, Valuation Allowance $ 1,016 $ 3,143    
Tax Credit Carryforward, Amount $ 500      
Tax Credit Carryforward, Expiration Date Dec. 31, 2020      
Operating Loss Carryforwards $ 300      
Unrecognized Income Tax Benefits 50 900 $ 813 $ 3,340
Income Tax Examination, Penalties and Interest Accrued $ 0 100    
Foreign[Member]        
Income Tax Disclosure [Line Items]        
Income Tax Examination Period 2014 through 2018      
State and Local Jurisdiction [Member]        
Income Tax Disclosure [Line Items]        
Income Tax Examination Period 2013 through 2018      
Federal [Member]        
Income Tax Disclosure [Line Items]        
Income Tax Examination Period 2016 through 2018      
Huron Legal [Member] | Discontinued operations [Member]        
Income Tax Disclosure [Line Items]        
Discontinued Operation, Tax Effect of Discontinued Operation $ 100 100 600  
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax $ 300 400 $ 1,000  
Foreign[Member]        
Income Tax Disclosure [Line Items]        
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount   $ 2,200    
XML 92 FilingSummary.xml IDEA: XBRL DOCUMENT 3.19.3.a.u2 html 413 591 1 false 103 0 false 7 false false R1.htm 0001000 - Document - Document and Entity Information Sheet http://www.huronconsultinggroup.com/role/DocumentAndEntityInformation Document and Entity Information Cover 1 false false R2.htm 1001000 - Statement - Consolidated Balance Sheets Sheet http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheets Consolidated Balance Sheets Statements 2 false false R3.htm 1001501 - Statement - Consolidated Balance Sheets (Parenthetical) Sheet http://www.huronconsultinggroup.com/role/ConsolidatedBalanceSheetsParenthetical Consolidated Balance Sheets (Parenthetical) Statements 3 false false R4.htm 1002000 - Statement - Consolidated Statements of Earnings and Other Comprehensive Income Sheet http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfEarningsAndOtherComprehensiveIncome Consolidated Statements of Earnings and Other Comprehensive Income Statements 4 false false R5.htm 1003000 - Statement - Consolidated Statements of Stockholders' Equity Sheet http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfStockholdersEquity Consolidated Statements of Stockholders' Equity Statements 5 false false R6.htm 1004000 - Statement - Consolidated Statements of Cash Flows Sheet http://www.huronconsultinggroup.com/role/ConsolidatedStatementsOfCashFlows Consolidated Statements of Cash Flows Statements 6 false false R7.htm 2101100 - Disclosure - Description of Business Sheet http://www.huronconsultinggroup.com/role/DescriptionOfBusiness Description of Business Notes 7 false false R8.htm 2102100 - Disclosure - Summary of Significant Accounting Policies Sheet http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPolicies Summary of Significant Accounting Policies Notes 8 false false R9.htm 2105100 - Disclosure - Acquisitions Sheet http://www.huronconsultinggroup.com/role/Acquisitions Acquisitions Notes 9 false false R10.htm 2107100 - Disclosure - Goodwill and Intangible Assets Sheet http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssets Goodwill and Intangible Assets Notes 10 false false R11.htm 2108100 - Disclosure - Leases Leases Sheet http://www.huronconsultinggroup.com/role/LeasesLeases Leases Leases Notes 11 false false R12.htm 2109100 - Disclosure - Property and Equipment, Net Sheet http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNet Property and Equipment, Net Notes 12 false false R13.htm 2110100 - Disclosure - Financing Arrangements Sheet http://www.huronconsultinggroup.com/role/FinancingArrangements Financing Arrangements Notes 13 false false R14.htm 2111100 - Disclosure - Capital Structure Sheet http://www.huronconsultinggroup.com/role/CapitalStructure Capital Structure Notes 14 false false R15.htm 2112100 - Disclosure - Revenues Revenue Sheet http://www.huronconsultinggroup.com/role/RevenuesRevenue Revenues Revenue Notes 15 false false R16.htm 2113100 - Disclosure - Earnings Per Share Sheet http://www.huronconsultinggroup.com/role/EarningsPerShare Earnings Per Share Notes 16 false false R17.htm 2114100 - Disclosure - Restructuring Charges Sheet http://www.huronconsultinggroup.com/role/RestructuringCharges Restructuring Charges Notes 17 false false R18.htm 2115100 - Disclosure - Derivative Instruments and Hedging Activity Sheet http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivity Derivative Instruments and Hedging Activity Notes 18 false false R19.htm 2116100 - Disclosure - Fair Value of Financial Instruments Sheet http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstruments Fair Value of Financial Instruments Notes 19 false false R20.htm 2117100 - Disclosure - Other Comprehensive Income (Loss) Sheet http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLoss Other Comprehensive Income (Loss) Notes 20 false false R21.htm 2118100 - Disclosure - Employee Benefit and Deferred Compensation Plans Sheet http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlans Employee Benefit and Deferred Compensation Plans Notes 21 false false R22.htm 2119100 - Disclosure - Equity Incentive Plans Sheet http://www.huronconsultinggroup.com/role/EquityIncentivePlans Equity Incentive Plans Notes 22 false false R23.htm 2120100 - Disclosure - Income Taxes Sheet http://www.huronconsultinggroup.com/role/IncomeTaxes Income Taxes Notes 23 false false R24.htm 2121100 - Disclosure - Commitments, Contingencies and Guarantees Sheet http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuarantees Commitments, Contingencies and Guarantees Notes 24 false false R25.htm 2122100 - Disclosure - Segment Information Sheet http://www.huronconsultinggroup.com/role/SegmentInformation Segment Information Notes 25 false false R26.htm 2123100 - Disclosure - Valuation and Qualifying Accounts Sheet http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccounts Valuation and Qualifying Accounts Notes 26 false false R27.htm 2124100 - Disclosure - Selected Quarterly Financial Data (unaudited) Sheet http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnaudited Selected Quarterly Financial Data (unaudited) Notes 27 false false R28.htm 2202201 - Disclosure - Summary of Significant Accounting Policies (Policies) Sheet http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesPolicies Summary of Significant Accounting Policies (Policies) Policies http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPolicies 28 false false R29.htm 2216201 - Disclosure - Fair Value of Financial Instruments - (Policies) Sheet http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsPolicies Fair Value of Financial Instruments - (Policies) Policies http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPolicies 29 false false R30.htm 2220201 - Disclosure - Income Taxes - (Policies) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesPolicies Income Taxes - (Policies) Policies http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPolicies 30 false false R31.htm 2302302 - Disclosure - Summary of Significant Accounting Policies (Tables) Sheet http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesTables Summary of Significant Accounting Policies (Tables) Tables http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPolicies 31 false false R32.htm 2305301 - Disclosure - Acquisitions (Tables) Sheet http://www.huronconsultinggroup.com/role/AcquisitionsTables Acquisitions (Tables) Tables http://www.huronconsultinggroup.com/role/Acquisitions 32 false false R33.htm 2307301 - Disclosure - Goodwill and Intangible Assets (Tables) Sheet http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsTables Goodwill and Intangible Assets (Tables) Tables http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssets 33 false false R34.htm 2308301 - Disclosure - Leases Leases (Tables) Sheet http://www.huronconsultinggroup.com/role/LeasesLeasesTables Leases Leases (Tables) Tables http://www.huronconsultinggroup.com/role/LeasesLeases 34 false false R35.htm 2309301 - Disclosure - Property and Equipment, Net (Tables) Sheet http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetTables Property and Equipment, Net (Tables) Tables http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNet 35 false false R36.htm 2310301 - Disclosure - Financing Arrangements (Tables) Sheet http://www.huronconsultinggroup.com/role/FinancingArrangementsTables Financing Arrangements (Tables) Tables http://www.huronconsultinggroup.com/role/FinancingArrangements 36 false false R37.htm 2313301 - Disclosure - Earnings Per Share (Tables) Sheet http://www.huronconsultinggroup.com/role/EarningsPerShareTables Earnings Per Share (Tables) Tables http://www.huronconsultinggroup.com/role/EarningsPerShare 37 false false R38.htm 2314301 - Disclosure - Restructuring Charges - (Tables) Sheet http://www.huronconsultinggroup.com/role/RestructuringChargesTables Restructuring Charges - (Tables) Tables http://www.huronconsultinggroup.com/role/RestructuringCharges 38 false false R39.htm 2315301 - Disclosure - Derivative Instruments and Hedging Activity (Tables) Sheet http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityTables Derivative Instruments and Hedging Activity (Tables) Tables http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivity 39 false false R40.htm 2316302 - Disclosure - Fair Value of Financial Instruments (Tables) Sheet http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsTables Fair Value of Financial Instruments (Tables) Tables http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstruments 40 false false R41.htm 2317301 - Disclosure - Other Comprehensive Income (Loss) (Tables) Sheet http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossTables Other Comprehensive Income (Loss) (Tables) Tables http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLoss 41 false false R42.htm 2319301 - Disclosure - Equity Incentive Plans (Tables) Sheet http://www.huronconsultinggroup.com/role/EquityIncentivePlansTables Equity Incentive Plans (Tables) Tables http://www.huronconsultinggroup.com/role/EquityIncentivePlans 42 false false R43.htm 2320302 - Disclosure - Income Taxes (Tables) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesTables Income Taxes (Tables) Tables http://www.huronconsultinggroup.com/role/IncomeTaxes 43 false false R44.htm 2322301 - Disclosure - Segment Information (Tables) Sheet http://www.huronconsultinggroup.com/role/SegmentInformationTables Segment Information (Tables) Tables http://www.huronconsultinggroup.com/role/SegmentInformation 44 false false R45.htm 2323301 - Disclosure - Valuation and Qualifying Accounts (Tables) Sheet http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsTables Valuation and Qualifying Accounts (Tables) Tables http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccounts 45 false false R46.htm 2324301 - Disclosure - Selected Quarterly Financial Data (unaudited) (Tables) Sheet http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedTables Selected Quarterly Financial Data (unaudited) (Tables) Tables http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnaudited 46 false false R47.htm 2402403 - Disclosure - Summary of Significant Accounting Policies (Details) Sheet http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesDetails Summary of Significant Accounting Policies (Details) Details http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesTables 47 false false R48.htm 2402404 - Disclosure - Summary of Significant Accounting Policies Impact of Adoption (Details) Sheet http://www.huronconsultinggroup.com/role/SummaryOfSignificantAccountingPoliciesImpactOfAdoptionDetails Summary of Significant Accounting Policies Impact of Adoption (Details) Details 48 false false R49.htm 2405402 - Disclosure - Acquisitions - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/AcquisitionsAdditionalInformationDetail Acquisitions - Additional Information (Detail) Details 49 false false R50.htm 2405403 - Disclosure - Acquisitions - Summary of Fair Value of Consideration Transferred (Details) Sheet http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfFairValueOfConsiderationTransferredDetails Acquisitions - Summary of Fair Value of Consideration Transferred (Details) Details 50 false false R51.htm 2405404 - Disclosure - Acquisitions - Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed (Details) Sheet http://www.huronconsultinggroup.com/role/AcquisitionsPreliminaryAllocationOfPurchasePriceToFairValueOfAssetsAcquiredAndLiabilitiesAssumedDetails Acquisitions - Preliminary Allocation of the Purchase Price to the Fair Value of Assets Acquired and Liabilities Assumed (Details) Details 51 false false R52.htm 2405405 - Disclosure - Acquisitions - Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives (Details) Sheet http://www.huronconsultinggroup.com/role/AcquisitionsScheduleOfComponentsOfIdentifiableIntangibleAssetsAcquiredAndTheirEstimatedUsefulLivesDetails Acquisitions - Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives (Details) Details 52 false false R53.htm 2405406 - Disclosure - Acquisitions - Summary of Supplemental Pro Forma Consolidated Results of Operations (Details) Sheet http://www.huronconsultinggroup.com/role/AcquisitionsSummaryOfSupplementalProFormaConsolidatedResultsOfOperationsDetails Acquisitions - Summary of Supplemental Pro Forma Consolidated Results of Operations (Details) Details 53 false false R54.htm 2407402 - Disclosure - Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) Sheet http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsChangesInCarryingAmountOfGoodwillDetail Goodwill and Intangible Assets - Changes in Carrying Amount of Goodwill (Detail) Details 54 false false R55.htm 2407403 - Disclosure - Goodwill and Intangible Assets - Intangible Assets (Detail) Sheet http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsIntangibleAssetsDetail Goodwill and Intangible Assets - Intangible Assets (Detail) Details 55 false false R56.htm 2407404 - Disclosure - Goodwill and Intangible Assets - Amortization (Details) Sheet http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAmortizationDetails Goodwill and Intangible Assets - Amortization (Details) Details 56 false false R57.htm 2407405 - Disclosure - Goodwill and Intangible Assets - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/GoodwillAndIntangibleAssetsAdditionalInformationDetail Goodwill and Intangible Assets - Additional Information (Detail) Details 57 false false R58.htm 2408402 - Disclosure - Leases Schedule of Operating Lease Balances (Details) Sheet http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseBalancesDetails Leases Schedule of Operating Lease Balances (Details) Details 58 false false R59.htm 2408403 - Disclosure - Leases Schedule of Lease Costs (Details) Sheet http://www.huronconsultinggroup.com/role/LeasesScheduleOfLeaseCostsDetails Leases Schedule of Lease Costs (Details) Details 59 false false R60.htm 2408404 - Disclosure - Leases Schedule of Maturities of Lease Liabilities (Details) Sheet http://www.huronconsultinggroup.com/role/LeasesScheduleOfMaturitiesOfLeaseLiabilitiesDetails Leases Schedule of Maturities of Lease Liabilities (Details) Details 60 false false R61.htm 2408405 - Disclosure - Leases Schedule of Operating Lease Additional Information (Details) Sheet http://www.huronconsultinggroup.com/role/LeasesScheduleOfOperatingLeaseAdditionalInformationDetails Leases Schedule of Operating Lease Additional Information (Details) Details 61 false false R62.htm 2408406 - Disclosure - Leases Leases Additional Information (Details) Sheet http://www.huronconsultinggroup.com/role/LeasesLeasesAdditionalInformationDetails Leases Leases Additional Information (Details) Details 62 false false R63.htm 2409402 - Disclosure - Property and Equipment, Net - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetAdditionalInformationDetail Property and Equipment, Net - Additional Information (Detail) Details 63 false false R64.htm 2409403 - Disclosure - Property and Equipment, Net - Summary of Premises and Equipment (Detail) Sheet http://www.huronconsultinggroup.com/role/PropertyAndEquipmentNetSummaryOfPremisesAndEquipmentDetail Property and Equipment, Net - Summary of Premises and Equipment (Detail) Details 64 false false R65.htm 2410402 - Disclosure - Financing Arrangements - Summary of Carrying Amounts of Debt (Detail) Sheet http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfCarryingAmountsOfDebtDetail Financing Arrangements - Summary of Carrying Amounts of Debt (Detail) Details 65 false false R66.htm 2410403 - Disclosure - Financing Arrangements Financing Arrangements - Summary of Debt Maturities (Details) Sheet http://www.huronconsultinggroup.com/role/FinancingArrangementsFinancingArrangementsSummaryOfDebtMaturitiesDetails Financing Arrangements Financing Arrangements - Summary of Debt Maturities (Details) Details 66 false false R67.htm 2410404 - Disclosure - Financing Arrangements - Schedule of Notes (Detail) Notes http://www.huronconsultinggroup.com/role/FinancingArrangementsScheduleOfNotesDetail Financing Arrangements - Schedule of Notes (Detail) Details 67 false false R68.htm 2410405 - Disclosure - Financing Arrangements - Summary of Interest Expense Recognized (Detail) Sheet http://www.huronconsultinggroup.com/role/FinancingArrangementsSummaryOfInterestExpenseRecognizedDetail Financing Arrangements - Summary of Interest Expense Recognized (Detail) Details 68 false false R69.htm 2410406 - Disclosure - Financing Arrangements - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/FinancingArrangementsAdditionalInformationDetail Financing Arrangements - Additional Information (Detail) Details 69 false false R70.htm 2411401 - Disclosure - Capital Structure - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/CapitalStructureAdditionalInformationDetail Capital Structure - Additional Information (Detail) Details 70 false false R71.htm 2412401 - Disclosure - Revenues Revenue - Additional Information (Details) Sheet http://www.huronconsultinggroup.com/role/RevenuesRevenueAdditionalInformationDetails Revenues Revenue - Additional Information (Details) Details 71 false false R72.htm 2412402 - Disclosure - Revenues Performance Obligations Information (Details) Sheet http://www.huronconsultinggroup.com/role/RevenuesPerformanceObligationsInformationDetails Revenues Performance Obligations Information (Details) Details 72 false false R73.htm 2413402 - Disclosure - Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail) Sheet http://www.huronconsultinggroup.com/role/EarningsPerShareReconciliationOfBasicAndDilutedEarningsPerShareDetail Earnings Per Share - Reconciliation of Basic and Diluted Earnings Per Share (Detail) Details 73 false false R74.htm 2413403 - Disclosure - Earnings Per Share - Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents (Detail) Sheet http://www.huronconsultinggroup.com/role/EarningsPerShareSummaryOfAntiDilutiveSecuritiesExcludedFromComputationOfWeightedAverageCommonStockEquivalentsDetail Earnings Per Share - Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents (Detail) Details 74 false false R75.htm 2413404 - Disclosure - Earnings Per Share - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/EarningsPerShareAdditionalInformationDetail Earnings Per Share - Additional Information (Detail) Details 75 false false R76.htm 2414402 - Disclosure - Restructuring Charges - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/RestructuringChargesAdditionalInformationDetail Restructuring Charges - Additional Information (Detail) Details 76 false false R77.htm 2414403 - Disclosure - Restructuring Charges Restructuring Charges - Rollforward (Details) Sheet http://www.huronconsultinggroup.com/role/RestructuringChargesRestructuringChargesRollforwardDetails Restructuring Charges Restructuring Charges - Rollforward (Details) Details 77 false false R78.htm 2415402 - Disclosure - Derivative Instruments and Hedging Activity - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityAdditionalInformationDetail Derivative Instruments and Hedging Activity - Additional Information (Detail) Details 78 false false R79.htm 2415403 - Disclosure - Derivative Instruments and Hedging Activity - Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments (Detail) Sheet http://www.huronconsultinggroup.com/role/DerivativeInstrumentsAndHedgingActivityFairValueInterestRateSwapsDesignatedAsCashFlowHedgingInstrumentsDetail Derivative Instruments and Hedging Activity - Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments (Detail) Details 79 false false R80.htm 2416403 - Disclosure - Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) Sheet http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFinancialAssetsAndLiabilitiesMeasuredAtFairValueOnRecurringBasisDetail Fair Value of Financial Instruments - Financial Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) Details 80 false false R81.htm 2416404 - Disclosure - Fair Value of Financial Instruments - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsAdditionalInformationDetail Fair Value of Financial Instruments - Additional Information (Detail) Details 81 false false R82.htm 2416405 - Disclosure - Fair Value of Financial Instruments - Summary of Carrying Amount and Estimated Fair Value of Convertible Notes (Detail) Notes http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsSummaryOfCarryingAmountAndEstimatedFairValueOfConvertibleNotesDetail Fair Value of Financial Instruments - Summary of Carrying Amount and Estimated Fair Value of Convertible Notes (Detail) Details 82 false false R83.htm 2416406 - Disclosure - Fair Value of Financial Instruments Fair Value of Financial Instruments - Convertible Debt Investment Reconciliation (Details) Sheet http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsConvertibleDebtInvestmentReconciliationDetails Fair Value of Financial Instruments Fair Value of Financial Instruments - Convertible Debt Investment Reconciliation (Details) Details 83 false false R84.htm 2416407 - Disclosure - Fair Value of Financial Instruments Fair Value of Financial Instruments - Contingent Consideration Reconciliation (Details) Sheet http://www.huronconsultinggroup.com/role/FairValueOfFinancialInstrumentsFairValueOfFinancialInstrumentsContingentConsiderationReconciliationDetails Fair Value of Financial Instruments Fair Value of Financial Instruments - Contingent Consideration Reconciliation (Details) Details 84 false false R85.htm 2417402 - Disclosure - Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail) Sheet http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossComponentsOfAccumulatedOtherComprehensiveLossNetOfTaxDetail Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail) Details http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossTables 85 false false R86.htm 2417403 - Disclosure - Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) - Additional Information (Details) Sheet http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossOtherComprehensiveIncomeLossAdditionalInformationDetails Other Comprehensive Income (Loss) Other Comprehensive Income (Loss) - Additional Information (Details) Details http://www.huronconsultinggroup.com/role/OtherComprehensiveIncomeLossTables 86 false false R87.htm 2418401 - Disclosure - Employee Benefit and Deferred Compensation Plans - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/EmployeeBenefitAndDeferredCompensationPlansAdditionalInformationDetail Employee Benefit and Deferred Compensation Plans - Additional Information (Detail) Details 87 false false R88.htm 2419402 - Disclosure - Equity Incentive Plans - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/EquityIncentivePlansAdditionalInformationDetail Equity Incentive Plans - Additional Information (Detail) Details 88 false false R89.htm 2419403 - Disclosure - Equity Incentive Plans - Schedule of Restricted Stock Activity (Detail) Sheet http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfRestrictedStockActivityDetail Equity Incentive Plans - Schedule of Restricted Stock Activity (Detail) Details 89 false false R90.htm 2419404 - Disclosure - Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Detail) Sheet http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfPerformanceBasedStockActivityDetail Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Detail) Details 90 false false R91.htm 2419405 - Disclosure - Equity Incentive Plans - Schedule of Stock Option Activity (Detail) Sheet http://www.huronconsultinggroup.com/role/EquityIncentivePlansScheduleOfStockOptionActivityDetail Equity Incentive Plans - Schedule of Stock Option Activity (Detail) Details 91 false false R92.htm 2420403 - Disclosure - Income Taxes - Income Tax Expense for Continuing Operations (Detail) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesIncomeTaxExpenseForContinuingOperationsDetail Income Taxes - Income Tax Expense for Continuing Operations (Detail) Details 92 false false R93.htm 2420404 - Disclosure - Income Taxes - Components of Income from Continuing Operations Before Income Tax Expense (Detail) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesComponentsOfIncomeFromContinuingOperationsBeforeIncomeTaxExpenseDetail Income Taxes - Components of Income from Continuing Operations Before Income Tax Expense (Detail) Details 93 false false R94.htm 2420405 - Disclosure - Income Taxes - Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations (Detail) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfStatutoryIncomeTaxRateToOurEffectiveTaxRateForContinuingOperationsDetail Income Taxes - Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations (Detail) Details 94 false false R95.htm 2420406 - Disclosure - Income Taxes - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesAdditionalInformationDetail Income Taxes - Additional Information (Detail) Details 95 false false R96.htm 2420407 - Disclosure - Income Taxes - Net Deferred Tax Liabilities for Continuing Operations (Detail) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesNetDeferredTaxLiabilitiesForContinuingOperationsDetail Income Taxes - Net Deferred Tax Liabilities for Continuing Operations (Detail) Details 96 false false R97.htm 2420408 - Disclosure - Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) Sheet http://www.huronconsultinggroup.com/role/IncomeTaxesReconciliationOfBeginningAndEndingAmountOfUnrecognizedTaxBenefitsDetail Income Taxes - Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits (Detail) Details 97 false false R98.htm 2421401 - Disclosure - Commitments, Contingencies and Guarantees - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/CommitmentsContingenciesAndGuaranteesAdditionalInformationDetail Commitments, Contingencies and Guarantees - Additional Information (Detail) Details 98 false false R99.htm 2422402 - Disclosure - Segment Information - Additional Information (Detail) Sheet http://www.huronconsultinggroup.com/role/SegmentInformationAdditionalInformationDetail Segment Information - Additional Information (Detail) Details 99 false false R100.htm 2422403 - Disclosure - Segment Information - Components of Segment Information (Detail) Sheet http://www.huronconsultinggroup.com/role/SegmentInformationComponentsOfSegmentInformationDetail Segment Information - Components of Segment Information (Detail) Details 100 false false R101.htm 2422404 - Disclosure - Segment Information - Segment Assets (Detail) Sheet http://www.huronconsultinggroup.com/role/SegmentInformationSegmentAssetsDetail Segment Information - Segment Assets (Detail) Details 101 false false R102.htm 2422405 - Disclosure - Segment Information Segment Information - Disaggregation of Revenue (Details) Sheet http://www.huronconsultinggroup.com/role/SegmentInformationSegmentInformationDisaggregationOfRevenueDetails Segment Information Segment Information - Disaggregation of Revenue (Details) Details 102 false false R103.htm 2423402 - Disclosure - Valuation and Qualifying Accounts - Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets (Detail) Sheet http://www.huronconsultinggroup.com/role/ValuationAndQualifyingAccountsSummaryOfAllowancesForDoubtfulAccountsAndUnbilledServicesAndValuationAllowanceForDeferredTaxAssetsDetail Valuation and Qualifying Accounts - Summary of Allowances for Doubtful Accounts and Unbilled Services and Valuation Allowance for Deferred Tax Assets (Detail) Details 103 false false R104.htm 2424402 - Disclosure - Selected Quarterly Financial Data (unaudited) - Selected Quarterly Financial Data (Detail) Sheet http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedSelectedQuarterlyFinancialDataDetail Selected Quarterly Financial Data (unaudited) - Selected Quarterly Financial Data (Detail) Details http://www.huronconsultinggroup.com/role/SelectedQuarterlyFinancialDataUnauditedTables 104 false false All Reports Book All Reports hurn2019123110-k.htm hurn-20191231.xsd hurn-20191231_cal.xml hurn-20191231_def.xml hurn-20191231_lab.xml hurn-20191231_pre.xml hurn20191231exhibit211.htm hurn20191231exhibit231.htm hurn20191231exhibit311.htm hurn20191231exhibit312.htm hurn20191231exhibit321.htm hurn20191231exhibit322.htm hurn20191231exhibit42.htm hurnexhibit1013-fifthamend.htm hurnexhibit1034-amendedand.htm http://fasb.org/srt/2019-01-31 http://xbrl.sec.gov/dei/2019-01-31 http://fasb.org/us-gaap/2019-01-31 true true XML 93 R65.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Financing Arrangements - Summary of Carrying Amounts of Debt (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Jun. 30, 2017
Debt Instrument [Line Items]      
Long-term debt $ 208,853 $ 296,985  
Long-term Debt, Current Maturities 529 243,132  
Long-term debt, net of current portion 208,324 53,853  
Convertible Debt [Member]      
Debt Instrument [Line Items]      
Long-term debt 0 242,617  
Senior Secured Credit Facility [Member]      
Debt Instrument [Line Items]      
Long-term debt 205,000 50,000  
Promissory Note due 2024 [Member]      
Debt Instrument [Line Items]      
Long-term debt $ 3,853 $ 4,368 $ 5,100
XML 94 R46.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Selected Quarterly Financial Data (unaudited) (Tables)
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Quarterly Financial Information Disclosure [Abstract]    
Quarterly Financial Information [Table Text Block]
 
Quarter Ended
2019
Mar. 31
 
Jun. 30
 
Sep. 30
 
Dec. 31
Revenues
$
204,445

 
$
220,754

 
$
219,289

 
$
232,269

Reimbursable expenses
18,617

 
23,534

 
23,636

 
22,930

Total revenues and reimbursable expenses
223,062

 
244,288

 
242,925

 
255,199

Gross profit
65,496

 
77,832

 
75,158

 
77,315

Operating income
6,756

 
17,875

 
20,576

 
18,499

Net income from continuing operations
3,350

 
10,569

 
13,706

 
14,354

Loss from discontinued operations, net of tax
(46
)
 
(97
)
 
(52
)
 
(41
)
Net income
3,304

 
10,472

 
13,654

 
14,313

Net earnings per basic share:
 
 
 
 
 
 
 
Net income from continuing operations
$
0.15

 
$
0.48

 
$
0.62

 
$
0.65

Loss from discontinued operations, net of tax
—

 
—

 
—

 
—

Net income
$
0.15

 
$
0.48

 
$
0.62

 
$
0.65

Net earnings per diluted share:
 
 
 
 
 
 
 
Net income from continuing operations
$
0.15

 
$
0.47

 
$
0.61

 
$
0.63

Loss from discontinued operations, net of tax
—

 
—

 
—

 
—

Net income
$
0.15

 
$
0.47

 
$
0.61

 
$
0.63

Weighted average shares used in calculating earnings per share:
 
 
 
 
 
 
 
Basic
21,868

 
21,997

 
22,052

 
22,051

Diluted
22,311

 
22,400

 
22,561

 
22,676
 
Quarter Ended
2018
Mar. 31
 
Jun. 30
 
Sep. 30
 
Dec. 31
Revenues
$
193,679

 
$
197,544

 
$
198,448

 
$
205,454

Reimbursable expenses
17,619

 
20,733

 
21,296

 
23,226

Total revenues and reimbursable expenses
211,298

 
218,277

 
219,744

 
228,680

Gross profit
59,745

 
68,820

 
68,893

 
71,834

Operating income
2,322

 
19,138

 
13,561

 
17,075

Net income (loss) from continuing operations
(3,222
)
 
5,862

 
8,249

 
3,055

Income (loss) from discontinued operations, net of tax
(42
)
 
(490
)
 
228

 
6

Net income (loss)
(3,264
)
 
5,372

 
8,477

 
3,061

Net earnings (loss) per basic share:
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
(0.15
)
 
$
0.27

 
$
0.38

 
$
0.14

Income (loss) from discontinued operations, net of tax
—

 
(0.02
)
 
0.01

 
—

Net income (loss)
$
(0.15
)
 
$
0.25

 
$
0.39

 
$
0.14

Net earnings (loss) per diluted share:
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
(0.15
)
 
$
0.27

 
$
0.37

 
$
0.14

Income (loss) from discontinued operations, net of tax
—

 
(0.02
)
 
0.01

 
—

Net income (loss)
$
(0.15
)
 
$
0.25

 
$
0.38

 
$
0.14

Weighted average shares used in calculating earnings per share:
 
 
 
 
 
 
 
Basic
21,592

 
21,709

 
21,745

 
21,774

Diluted
21,592

 
21,918

 
22,110

 
22,294
XML 95 Show.js IDEA: XBRL DOCUMENT // Edgar(tm) Renderer was created by staff of the U.S. Securities and Exchange Commission. Data and content created by government employees within the scope of their employment are not subject to domestic copyright protection. 17 U.S.C. 105. var Show={};Show.LastAR=null,Show.showAR=function(a,r,w){if(Show.LastAR)Show.hideAR();var e=a;while(e&&e.nodeName!='TABLE')e=e.nextSibling;if(!e||e.nodeName!='TABLE'){var ref=((window)?w.document:document).getElementById(r);if(ref){e=ref.cloneNode(!0); e.removeAttribute('id');a.parentNode.appendChild(e)}} if(e)e.style.display='block';Show.LastAR=e};Show.hideAR=function(){Show.LastAR.style.display='none'};Show.toggleNext=function(a){var e=a;while(e.nodeName!='DIV')e=e.nextSibling;if(!e.style){}else if(!e.style.display){}else{var d,p_;if(e.style.display=='none'){d='block';p='-'}else{d='none';p='+'} e.style.display=d;if(a.textContent){a.textContent=p+a.textContent.substring(1)}else{a.innerText=p+a.innerText.substring(1)}}} XML 96 R42.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Equity Incentive Plans (Tables)
 12 Months Ended
Dec. 31, 2019
Share-based Payment Arrangement [Abstract]  
Schedule of Restricted Stock Activity
The table below summarizes the restricted stock activity for the year ended December 31, 2019.
 
Number of Shares
 
Weighted
Average
Grant Date
Fair Value
(in dollars)
 
2012 Omnibus Incentive Plan
 
Stock Ownership Participation Program
 
Total
 
Nonvested restricted stock at December 31, 2018
747

 
11

 
758

 
$
43.08

Granted
341

 
12

 
353

 
$
48.57

Vested
(284
)
 
(10
)
 
(294
)
 
$
46.25

Forfeited
(30
)
 
(1
)
 
(31
)
 
$
45.24

Nonvested restricted stock at December 31, 2019
774

 
12

 
786

 
$
44.27
Schedule of Performance-Based Stock Activity
The table below summarizes the performance-based stock activity for the year ended December 31, 2019. All nonvested performance-based stock outstanding at December 31, 2019 and 2018 was granted under the 2012 Omnibus Incentive Plan.
 
Number of
Shares
 
Weighted
Average
Grant Date
Fair Value
(in dollars)
Nonvested performance-based stock at December 31, 2018
436

 
$
36.81

Granted (1)
281

 
$
47.93

Vested
(73
)
 
$
40.69

Forfeited (2)
(144
)
 
$
36.06

Nonvested performance-based stock at December 31, 2019 (3)
500

 
$
42.72

(1)
Shares granted in 2019 are presented at the stated target, which represents the base number of shares that could be earned. Actual shares earned may be below or, for certain grants, above the target based on the achievement of specific financial goals.
(2)
Forfeited shares include shares forfeited as a result of not meeting the performance criteria of the award as well as shares forfeited upon termination.
(3)
Of the 500,000 nonvested performance-based shares outstanding as of December 31, 2019, 403,794 shares were unearned and subject to achievement of specific financial goals. Once earned, the awards will be subject to time-based vesting according to the terms of the award. Based on 2019 financial results, approximately 110,936 of the 403,794 unearned shares will be forfeited in the first quarter of 2020.
Schedule of Stock Option Activity
Stock option activity for the year ended December 31, 2019 was as follows:
 
Number
of
Options
(in thousands)
 
Weighted
Average
Exercise
Price
(in dollars)
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
(in millions)
Outstanding at December 31, 2018
154

 
$
30.52

 
2.5
 
$
3.2

Granted
—

 
 
 
 
 
 
Exercised
(48
)
 
$
25.97

 
 
 
$
1.6

Forfeited or expired
—

 
 
 
 
 
 
Outstanding at December 31, 2019 (1)
106

 
$
32.57

 
1.9
 
$
3.8

Exercisable at December 31, 2019
106

 
$
32.57

 
1.9
 
$
3.8

(1)
Of the 106,000 outstanding options, approximately 74,000 were granted under the 2004 Omnibus Stock Plan, and the remaining 32,000 options were granted under the 2012 Omnibus Incentive Plan.
XML 97 R23.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes
 12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (“2017 Tax Reform”), a tax reform bill which, among other items, reduced the corporate federal income tax rate from 35% to 21% and moved from a worldwide tax system to a territorial system. As a result of the enactment of this legislation during the fourth quarter of 2017, we estimated the remeasurement of our net deferred taxes based on the new lower tax rate, as well as provided for additional one-time income tax expense estimates primarily related to the transition tax on accumulated foreign earnings and elimination of foreign tax credits for dividends that are subject to the 100 percent exemption in our consolidated financial statements as of and for the year ended December 31, 2017. In 2017 and the first nine months of 2018, we recorded provisional amounts for certain enactment-date effects of 2017 Tax Reform by applying the guidance in Staff Accounting Bulletin (“SAB”) No. 118 because we had not yet completed our enactment-date accounting for these effects.
During the fourth quarter of 2018, we completed our accounting for all of the enactment-date income tax effects of 2017 Tax Reform. For the year ended December 31, 2018, we recorded tax expense of $2.2 million related to establishing a valuation allowance for foreign tax credits, a tax benefit of $0.6 million related to the U.S. federal return to provision adjustments for the remeasurement of our net deferred taxes based on the new lower rate and tax expense of $0.2 million related to withholding tax on outside basis differences due to our change in assertion for permanent reinvestment. These amounts are recorded as a component of income tax expense from continuing operations.
2017 Tax Reform subjects a US shareholder to tax on Global Intangible Low-Taxed Income (GILTI) earned by certain foreign subsidiaries. The FASB Staff Q&A, Topic 740, No. 5, Accounting for Global Intangible Low-Taxed Income, states that an entity can make an accounting policy election to either recognize deferred taxes for temporary basis differences expected to reverse as GILTI in future years or to provide for the tax expense related to GILTI in the year the tax is incurred. We have elected to recognize the tax on GILTI as a period expense in the period the tax is incurred.
The income tax expense for continuing operations for the years ended December 31, 2019, 2018, and 2017 consists of the following: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Current:
 
 
 
 
 
Federal
$
125

 
$
(1,611
)
 
$
(635
)
State
2,014

 
286

 
545

Foreign
(422
)
 
1,885

 
2,040

Total current
1,717

 
560

 
1,950

Deferred:
 
 
 
 
 
Federal
7,467

 
9,742

 
(46,103
)
State
1,610

 
2,008

 
(6,576
)
Foreign
(282
)
 
(1,033
)
 
(1,270
)
Total deferred
8,795

 
10,717

 
(53,949
)
Income tax expense for continuing operations
$
10,512

 
$
11,277

 
$
(51,999
)

The components of income from continuing operations before taxes were as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
U.S.
$
53,898

 
$
17,025

 
$
(221,137
)
Foreign
(1,407
)
 
8,196

 
(1,367
)
Total
$
52,491

 
$
25,221

 
$
(222,504
)
 
A reconciliation of the U.S. statutory income tax rate to our effective tax rate for continuing operations is as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Percent of pretax income from continuing operations:
 
 
 
 
 
At U.S. statutory tax rate
21.0
 %
 
21.0
 %
 
35.0
 %
State income taxes, net of federal benefit
6.1

 
7.2

 
2.7

Disallowed executive compensation
2.0

 
2.5

 
—

Meals and entertainment
1.6

 
2.0

 
(0.3
)
Tax credits
(3.1
)
 
(1.4
)
 
0.2

Valuation allowance
(2.9
)
 
6.9

 
(0.2
)
Realized investment (gains) losses
(1.8
)
 
1.3

 
0.4

Net tax benefit related to “check-the-box” election
(1.4
)
 
—

 
1.2

Stock-based compensation
(1.1
)
 
4.9

 
(0.8
)
Foreign source income
(0.5
)
 
(1.7
)
 
0.1

Change in fair value of contingent consideration liabilities
—

 
2.4

 
—

Global intangible low-taxed income 
—

 
2.1

 
—

Transition tax on accumulated foreign earnings, net of credits
—

 
0.8

 
(0.3
)
U.S. federal rate change
—

 
(2.3
)
 
(3.4
)
Goodwill impairment charges
—

 
—

 
(10.2
)
Other
0.1

 
(1.0
)
 
(1.0
)
Effective income tax rate for continuing operations
20.0
 %
 
44.7
 %
 
23.4
 %

The effective tax rate for discontinued operations in 2019 was 26.0%, based on a tax benefit of $0.1 million and pretax loss from discontinued operations of $0.3 million, and was higher than the statutory tax rate primarily due to state income taxes. The effective tax rate for discontinued operations in 2018 was 26.7%, based on tax expense of $0.1 million and a pretax loss from discontinued operations of $0.4 million, and was higher than the statutory tax rate primarily due to state income taxes. The effective tax rate for discontinued operations in
2017 was 60.0%, based on tax expense of $0.6 million and a pretax income from discontinued operations of $1.0 million, and was higher than the statutory tax rate primarily due the settlement of foreign tax audits.
The net deferred tax liabilities for continuing operations at December 31, 2019 and 2018 consisted of the following: 
 
As of December 31,
 
2019
 
2018
Deferred tax assets:
 
 
 
Operating lease liabilities
$
20,541

 
$
—

Accrued payroll and other liabilities
12,289

 
6,737

Share-based compensation
6,970

 
6,150

Tax credits
465

 
3,548

Net operating loss carryforwards
280

 
2,247

Deferred lease incentives
—

 
4,100

Restructuring charge liability
—

 
639

Other
1,451

 
1,466

Total deferred tax assets
41,996

 
24,887

Valuation allowance
(1,016
)
 
(3,143
)
Net deferred tax assets
40,980

 
21,744

Deferred tax liabilities:
 
 
 
Intangibles and goodwill
(16,421
)
 
(6,665
)
Operating lease right-of-use assets
(14,675
)
 
—

Convertible debt investment
(5,608
)
 
(5,934
)
Software development costs
(4,496
)
 
(1,655
)
Property and equipment
(4,039
)
 
(3,604
)
Prepaid expenses
(2,183
)
 
(1,794
)
Other
(483
)
 
(671
)
Total deferred tax liabilities
(47,905
)
 
(20,323
)
Net deferred tax asset (liability) for continuing operations
$
(6,925
)
 
$
1,421

As of December 31, 2019 and 2018, we had valuation allowances of $1.0 million and $3.1 million, respectively, primarily due to uncertainties relating to the ability to realize deferred tax assets recorded for foreign losses and tax credits. The decrease in valuation allowances in 2019 primarily related to a decrease in the valuation allowance for foreign tax credits.
We have federal and state tax credit carryforwards of $0.5 million which will begin to expire in 2020, if not utilized. We also have foreign net operating losses of $0.3 million, which carryforward indefinitely. We have no federal or state net operating loss carryforwards as of December 31, 2019.
We recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate resolution.
A reconciliation of our beginning and ending amount of unrecognized tax benefits is as follows: 
 
 
Unrecognized Tax Benefits
Balance at January 1, 2017
 
$
3,340

Decrease due to lapse of statute of limitations
 
(2,410
)
Decrease based on tax positions related to prior years
 
(117
)
Balance at December 31, 2017
 
813

Additions based on tax positions related to prior years
 
115

Decrease due to lapse of statute of limitations
 
(28
)
Balance at December 31, 2018
 
900

Decrease due to settlements of prior year tax positions
 
(115
)
Decrease due to lapse of statute of limitations
 
(735
)
Balance at December 31, 2019
 
$
50


As of December 31, 2019, we had $0.1 million of unrecognized tax benefits which would affect the effective tax rate of continuing operations if recognized.
As of December 31, 2019 and 2018, we had less than $0.1 million and $0.1 million accrued for the potential payment of interest and penalties. Accrued interest and penalties are recorded as a component of provision for income taxes on our consolidated statement of operations.
We file income tax returns with federal, state, local and foreign jurisdictions. Tax years 2016 through 2018 are subject to future examinations by federal tax authorities. Tax years 2013 through 2018 are subject to future examinations by state and local tax authorities. Our foreign income tax filings are subject to future examinations by the local foreign tax authorities for tax years 2014 through 2018. Currently, we are not under audit by any tax authority.
XML 98 R27.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Selected Quarterly Financial Data (unaudited)
 12 Months Ended
Dec. 31, 2019
Quarterly Financial Information Disclosure [Abstract]  
Selected Quarterly Financial Data (unaudited) Selected Quarterly Financial Data (Unaudited)
 
Quarter Ended
2019
Mar. 31
 
Jun. 30
 
Sep. 30
 
Dec. 31
Revenues
$
204,445

 
$
220,754

 
$
219,289

 
$
232,269

Reimbursable expenses
18,617

 
23,534

 
23,636

 
22,930

Total revenues and reimbursable expenses
223,062

 
244,288

 
242,925

 
255,199

Gross profit
65,496

 
77,832

 
75,158

 
77,315

Operating income
6,756

 
17,875

 
20,576

 
18,499

Net income from continuing operations
3,350

 
10,569

 
13,706

 
14,354

Loss from discontinued operations, net of tax
(46
)
 
(97
)
 
(52
)
 
(41
)
Net income
3,304

 
10,472

 
13,654

 
14,313

Net earnings per basic share:
 
 
 
 
 
 
 
Net income from continuing operations
$
0.15

 
$
0.48

 
$
0.62

 
$
0.65

Loss from discontinued operations, net of tax
—

 
—

 
—

 
—

Net income
$
0.15

 
$
0.48

 
$
0.62

 
$
0.65

Net earnings per diluted share:
 
 
 
 
 
 
 
Net income from continuing operations
$
0.15

 
$
0.47

 
$
0.61

 
$
0.63

Loss from discontinued operations, net of tax
—

 
—

 
—

 
—

Net income
$
0.15

 
$
0.47

 
$
0.61

 
$
0.63

Weighted average shares used in calculating earnings per share:
 
 
 
 
 
 
 
Basic
21,868

 
21,997

 
22,052

 
22,051

Diluted
22,311

 
22,400

 
22,561

 
22,676


 
Quarter Ended
2018
Mar. 31
 
Jun. 30
 
Sep. 30
 
Dec. 31
Revenues
$
193,679

 
$
197,544

 
$
198,448

 
$
205,454

Reimbursable expenses
17,619

 
20,733

 
21,296

 
23,226

Total revenues and reimbursable expenses
211,298

 
218,277

 
219,744

 
228,680

Gross profit
59,745

 
68,820

 
68,893

 
71,834

Operating income
2,322

 
19,138

 
13,561

 
17,075

Net income (loss) from continuing operations
(3,222
)
 
5,862

 
8,249

 
3,055

Income (loss) from discontinued operations, net of tax
(42
)
 
(490
)
 
228

 
6

Net income (loss)
(3,264
)
 
5,372

 
8,477

 
3,061

Net earnings (loss) per basic share:
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
(0.15
)
 
$
0.27

 
$
0.38

 
$
0.14

Income (loss) from discontinued operations, net of tax
—

 
(0.02
)
 
0.01

 
—

Net income (loss)
$
(0.15
)
 
$
0.25

 
$
0.39

 
$
0.14

Net earnings (loss) per diluted share:
 
 
 
 
 
 
 
Net income (loss) from continuing operations
$
(0.15
)
 
$
0.27

 
$
0.37

 
$
0.14

Income (loss) from discontinued operations, net of tax
—

 
(0.02
)
 
0.01

 
—

Net income (loss)
$
(0.15
)
 
$
0.25

 
$
0.38

 
$
0.14

Weighted average shares used in calculating earnings per share:
 
 
 
 
 
 
 
Basic
21,592

 
21,709

 
21,745

 
21,774

Diluted
21,592

 
21,918

 
22,110

 
22,294
XML 99 R9.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions
 12 Months Ended
Dec. 31, 2019
Business Combinations [Abstract]  
Acquisitions Acquisitions
During the twelve months ended December 31, 2019 and 2018, we completed no acquisitions that were significant to our consolidated financial statements individually or in the aggregate.
2017
Pope Woodhead and Associates Limited
On January 9, 2017, we completed our acquisition of Pope Woodhead and Associates Limited ("Pope Woodhead"), a U.K.-based consulting firm providing market access capabilities to assist clients in developing value propositions for innovative medicines and technologies. The acquisition expands our life sciences strategy expertise and strengthens our ability to lead clients through complex payer and regulatory environments. Pope Woodhead's results of operations have been included in our consolidated financial statements and the results of operations of our Business Advisory segment from the date of acquisition.
ADI Strategies, Inc.
On April 1, 2017, we completed our acquisition of the international assets of ADI Strategies, Inc. ("ADI Strategies") in Dubai and India. We acquired the U.S. assets of ADI Strategies in the second quarter of 2016. ADI Strategies is a leading enterprise performance management, risk management and business intelligence firm. The international results of operations of ADI Strategies have been included in our consolidated financial statements and results of operations of the Business Advisory segment from the date of acquisition. During the second quarter of 2018, we sold our Middle East practice, which primarily consisted of the international assets of the ADI Strategies acquisition, to a former employee who was the practice leader of that business at the time.
The acquisitions of ADI Strategies and Pope Woodhead are not significant to our consolidated financial statements individually or in the aggregate as of and for the twelve months ended December 31, 2017.
Innosight Holdings, LLC
On March 1, 2017, we acquired 100% of the membership interests of Innosight Holdings, LLC ("Innosight"). Innosight is a growth strategy firm focused on helping companies navigate disruptive change and manage strategic transformation. Together with Innosight, we use our strategic, operational, and technology capabilities to help clients across multiple industries develop pioneering solutions to address disruption and achieve sustained growth.
The acquisition date fair value of the consideration transferred for Innosight was $113.6 million, which consisted of the following:
Fair value of consideration transferred
 March 1, 2017
Cash
$
90,725

Common stock
9,560

Contingent consideration liability
12,050

Net working capital adjustment
1,272

Total consideration transferred
$
113,607


We funded the cash component of the purchase price with cash on hand and borrowings of $89.0 million under our senior secured credit facility. We issued 221,558 shares of our common stock as part of the consideration transferred, with an acquisition date fair value of $9.6 million based on our common stock's closing price of $43.15 on the date of acquisition. The contingent consideration liability of $12.1 million represents the acquisition date fair value of the contingent consideration arrangement, pursuant to which we may be required to pay additional consideration to the sellers if specific financial performance targets are met over a four-year term. The maximum amount of contingent consideration that may be paid is $35.0 million. See Note 13 "Fair Value of Financial Instruments" for additional information on the valuation of contingent consideration liabilities.
The acquisition was accounted for using the acquisition method of accounting. Tangible and identifiable intangible assets acquired and liabilities assumed were recorded at fair value as of the acquisition date.
The following table summarizes the allocation of the purchase price to the fair value of assets acquired and liabilities assumed as of the acquisition date.
 
March 1, 2017
Assets acquired:
 
Accounts receivable
$
7,752

Unbilled services
1,881

Prepaid expenses and other current assets
468

Property and equipment
419

Intangible assets
18,015

Liabilities assumed:
 
Accounts payable
531

Accrued expenses and other current liabilities
894

Accrued payroll and related benefits
883

Deferred revenues
30

Total identifiable net assets
26,197

Goodwill
87,410

Total purchase price
$
113,607


The following table sets forth the components of identifiable intangible assets acquired and their estimated useful lives as of the acquisition date.
 
Fair Value
 
Useful Life in
Years
Customer relationships
$
9,500

 
6
Trade name
6,000

 
6
Customer contracts
1,000

 
1
Non-compete agreements
1,300

 
5
Favorable lease contract
215

 
1
Total intangible assets subject to amortization
$
18,015

 
 

The weighted average amortization period for the identifiable intangible assets shown above is 5.6 years. Customer relationships and customer contracts represent the fair values of the underlying relationships and agreements with Innosight customers. The trade name represents the fair value of the brand and name recognition associated with the marketing of Innosight's service offerings. Non-compete agreements represent the value derived from preventing certain Innosight executives from entering into or starting a similar, competing business. The favorable lease contract represents the difference between the fair value and minimum lease obligations under the current outstanding lease. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed, and largely reflects the expanded market opportunities expected from combining the service offerings of Huron and Innosight, as well as the assembled workforce of Innosight. Goodwill recognized in conjunction with the acquisition of Innosight was recorded in the Business Advisory segment. Goodwill of $87.4 million is expected to be deductible for income tax purposes.
Innosight’s results of operations have been included in our consolidated statements of operations and results of operations of our Business Advisory segment from the date of acquisition. For the year ended December 31, 2017, revenues from Innosight were $34.3 million and operating loss was $0.9 million, which included $3.4 million of amortization expense for intangible assets acquired. In connection with the acquisition of Innosight, we incurred $1.7 million of transaction and acquisition-related expenses in 2017. These costs are recorded in selling, general and administrative expenses.
The following unaudited supplemental pro forma information summarizes the combined results of operations of Huron and Innosight as though the companies were combined on January 1, 2016.
 
Year Ended
December 31, 2017
Revenues
$
741,695

Net income (loss) from continuing operations
$
(167,346
)
Net income (loss) from continuing operations per share - basic
$
(7.79
)
Net income (loss) from continuing operations per share - diluted
$
(7.79
)

The historical financial information has been adjusted to give effect to pro forma adjustments consisting of intangible asset amortization expense, acquisition-related costs, interest expense, and the related income tax effects. The unaudited pro forma information above includes adjustments to include additional expense of $0.6 million for the year ended December 31, 2017. Additionally, the historical financial information has been adjusted to give effect to the shares issued as consideration. All of these adjustments are based upon currently available information and certain assumptions. Therefore, the pro forma consolidated results are not necessarily indicative of what our consolidated results of operations actually would have been had we completed the acquisition on January 1, 2016. The historical results included in the pro forma consolidated results do not purport to project future results of operations of the combined companies nor do they reflect the expected realization of any cost savings or revenue synergies associated with the acquisition.
XML 100 R1.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Document and Entity Information - USD ($)
 12 Months Ended
Dec. 31, 2019
Feb. 18, 2020
Jun. 30, 2019
Document And Entity Information [Abstract]      
Title of 12(b) Security Common Stock, par value $0.01 per share    
Entity Incorporation, State or Country Code DE    
Document Transition Report false    
Document Quarterly Report true    
Entity Registrant Name HURON CONSULTING GROUP INC.    
Trading Symbol HURN    
Entity Central Index Key 0001289848    
Current Fiscal Year End Date --12-31    
Entity Filer Category Large Accelerated Filer    
Document Type 10-K    
Document Period End Date Dec. 31, 2019    
Entity File Number 000-50976    
Document Fiscal Year Focus 2019    
Document Fiscal Period Focus FY    
Amendment Flag false    
Entity Common Stock, Shares Outstanding   22,509,235  
Entity Well-known Seasoned Issuer Yes    
Entity Voluntary Filers No    
Entity Current Reporting Status Yes    
Entity Public Float     $ 1,128,100,000
Entity Tax Identification Number 01-0666114    
Security Exchange Name NASDAQ    
Entity Small Business false    
Entity Emerging Growth Company false    
Entity Address, Address Line One 550 West Van Buren Street    
Entity Address, City or Town Chicago    
Entity Address, State or Province IL    
Entity Address, Postal Zip Code 60607    
City Area Code (312)    
Local Phone Number 583-8700    
Entity Interactive Data Current Yes    
Entity Shell Company false    
XML 101 R5.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Statements of Stockholders' Equity - USD ($)
$ in Thousands
Total
Common Stock [Member]
Treasury Stock [Member]
Additional Paid-in Capital [Member]
Retained Earnings [Member]
Accumulated Other Comprehensive Income (Loss) [Member]
Beginning balance at Dec. 31, 2016 $ 648,033 $ 235 $ (113,195) $ 405,895 $ 351,483 $ 3,615
Beginning balance, shares at Dec. 31, 2016   (23,478,016) (2,420,913)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Comprehensive income (loss) (163,362)       (170,117) 6,755
Share-based compensation 14,419     14,419    
Issuance of common stock in connection with:            
Restricted stock awards, net of cancellations 0 $ 4 $ (3,953) 3,949    
Restricted stock awards, net of cancellations, shares   (399,248) (58,211)      
Stock Issued During Period, Value, Acquisitions 9,560 $ 2   9,558    
Stock Issued During Period, Shares, Acquisitions   221,558        
Shares redeemed for employee tax withholdings (4,846)   $ (4,846)      
Shares redeemed for employee tax withholdings, shares     (112,011)      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | Accounting Standards Update 2016-09 [Member] 0     435 (435)  
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | Accounting Standards Update 2018-02 [Member] (488)       (488)  
Ending balance at Dec. 31, 2017 503,316 $ 241 $ (121,994) 434,256 180,443 10,370
Ending balance, shares at Dec. 31, 2017   (24,098,822) (2,591,135)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Comprehensive income (loss) 19,771       13,646 6,125
Share-based compensation 17,770     17,770    
Issuance of common stock in connection with:            
Restricted stock awards, net of cancellations 0 $ 3 $ 387 (390)    
Restricted stock awards, net of cancellations, shares   (279,430) 5,986      
Stock Issued During Period, Value, Stock Options Exercised 937 $ 0   937    
Exercise of stock options, shares   40,000        
Shares redeemed for employee tax withholdings (3,187)   $ (3,187)      
Shares redeemed for employee tax withholdings, shares     (86,813)      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | Accounting Standards Update 2014-09 [Member] 2,017       2,017  
Ending balance at Dec. 31, 2018 540,624 $ 244 $ (124,794) 452,573 196,106 16,495
Ending balance, shares at Dec. 31, 2018   (24,418,252) (2,671,962)      
Increase (Decrease) in Stockholders' Equity [Roll Forward]            
Comprehensive income (loss) 40,184       41,743 (1,559)
Share-based compensation 22,854     22,854    
Issuance of common stock in connection with:            
Restricted stock awards, net of cancellations 0 $ 4 $ 1,828 (1,832)    
Restricted stock awards, net of cancellations, shares   (347,589) 20,171      
Stock Issued During Period, Value, Stock Options Exercised $ 1,244 $ 1   1,243    
Exercise of stock options, shares 48,000 47,904        
Shares redeemed for employee tax withholdings $ (5,382)   $ (5,382)      
Shares redeemed for employee tax withholdings, shares     (111,511)      
Adjustments to Additional Paid in Capital, Other 160     160    
Share repurchases (14,219) $ (2)   (14,217)    
Share repurchases, shares   (210,437)        
Ending balance at Dec. 31, 2019 $ 585,465 $ 247 $ (128,348) $ 460,781 $ 237,849 $ 14,936
Ending balance, shares at Dec. 31, 2019   (24,603,308) (2,763,302)      
XML 102 R60.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Leases Schedule of Maturities of Lease Liabilities (Details) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Leases [Abstract]    
Lessee, Operating Lease, Liability, Payments, Due Next Twelve Months $ 9,772 $ 13,701
Lessee, Operating Lease, Liability, Payments, Due Year Two 12,039 12,724
Lessee, Operating Lease, Liability, Payments, Due Year Three 11,502 11,590
Lessee, Operating Lease, Liability, Payments, Due Year Four 11,470 10,766
Lessee, Operating Lease, Liability, Payments, Due Year Five 10,893 10,707
Lessee, Operating Lease, Liability, Payments, Due after Year Five 35,211 27,033
Lessee, Operating Lease, Liability, Payments, Due 90,887 $ 86,521
Lessee Operating Lease Liability Undiscounted Excess (14,185)  
Operating Lease, Liability $ 76,702  
XML 103 R90.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Equity Incentive Plans - Schedule of Performance-Based Stock Activity (Detail) - Performance-based stock activity [Member] - $ / shares
 3 Months Ended 12 Months Ended
Mar. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Number of Shares        
Nonvested stock, number of shares, beginning balance 500,000 436,000    
Granted, number of shares   281,000    
Vested, number of shares   (73,000)    
Forfeited, number of shares   (144,000)    
Nonvested stock, number of shares, ending balance   500,000 436,000  
Weighted Average Grant Date Fair Value (in dollars)        
Nonvested stock, weighted average grant date fair value, beginning balance (in USD per share) $ 42.72 $ 36.81    
Weighted average grant date fair value (in USD per share)   47.93 $ 35.25 $ 42.75
Vested, weighted average grant date fair value (in USD per share)   40.69    
Forfeited, weighted average grant date fair value (in USD per share)   36.06    
Nonvested stock, weighted average grant date fair value, ending balance (in USD per share)   $ 42.72 $ 36.81  
Forecast [Member]        
Number of Shares        
Forfeited, number of shares (110,936)      
XML 104 R94.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes - Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations (Detail)
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Income Tax Disclosure [Abstract]      
At U.S. statutory tax rate 21.00% 21.00% 35.00%
State income taxes, net of federal benefit 6.10% 7.20% 2.70%
Effective Income Tax Rate Reconciliation, Disallowed Executive Compensation, Percent 2.00% 2.50% 0.00%
Meals and entertainment 1.60% 2.00% (0.30%)
Tax credits / Section 199 Deduction (3.10%) (1.40%) 0.20%
Valuation allowance (2.90%) 6.90% (0.20%)
Effective Income Tax Rate Reconciliation, Realized Investment (Gains) Losses, Percent (1.80%) 1.30% 0.40%
Net tax (benefit) expense related to “check-the-box” election (1) (1.40%) 0.00% 1.20%
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Payment Arrangement, Percent (1.10%) 4.90% (0.80%)
Foreign source income (0.50%) (1.70%) 0.10%
Effective Income Tax Rate Reconciliation, Contingent Consideration Liabilities, Change In Fair Value, Percent 0.00% 2.40% 0.00%
Effective Income Tax Rate Reconciliation, Global Intangible Low-Taxed Income, Percent 0.00% 2.10% 0.00%
Effective Income Tax Rate Reconciliation,Other Reconciling Items, Percent 0.00% 0.80% (0.30%)
Effective Income Tax Rate Reconciliation, Change in Enacted Tax Rate, Percent 0.00% (2.30%) (3.40%)
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Percent 0.00% 0.00% (10.20%)
Other 0.10% (1.00%) (1.00%)
Effective income tax expense rate for continuing operations 20.00% 44.70% 23.40%
XML 105 R64.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Property and Equipment, Net - Summary of Premises and Equipment (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Property, Plant and Equipment [Line Items]    
Property and equipment $ 118,764 $ 123,367
Accumulated depreciation and amortization (80,351) (82,993)
Property and equipment, net 38,413 40,374
Computers, related equipment and software [Member]    
Property, Plant and Equipment [Line Items]    
Property and equipment 50,251 53,116
Leasehold Improvements [Member]    
Property, Plant and Equipment [Line Items]    
Property and equipment 44,323 45,052
Furniture and fixtures [Member]    
Property, Plant and Equipment [Line Items]    
Property and equipment 16,273 17,408
Aircraft [Domain]    
Property, Plant and Equipment [Line Items]    
Property and equipment 7,667 7,541
Property and equipment, net 5,100 5,800
Assets under Construction [Member]    
Property, Plant and Equipment [Line Items]    
Property and equipment $ 250 $ 250
XML 106 R68.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Financing Arrangements - Summary of Interest Expense Recognized (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Interest Expense Recognized [Line Items]      
Contractual interest coupon $ 2,344 $ 3,125 $ 3,125
Amortization of debt discount 6,436 8,232 7,851
Amortization of debt issuance costs 947 1,245 1,224
Convertible Debt [Member]      
Interest Expense Recognized [Line Items]      
Total interest expense recognized $ 9,727 $ 12,602 $ 12,200
XML 107 R98.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Commitments, Contingencies and Guarantees - Additional Information (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Commitments And Contingencies [Line Items]      
Gain (Loss) Related to Litigation Settlement $ 400 $ 2,500  
Fair Value, Recurring [Member]      
Commitments And Contingencies [Line Items]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure 546 11,441  
Fair Value, Recurring [Member] | Contingent Consideration Liability [Member]      
Commitments And Contingencies [Line Items]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure 0 11,441 $ 22,828
Senior Secured Credit Facility [Member]      
Commitments And Contingencies [Line Items]      
Guarantees in the form of letters of credit 1,700 1,600  
Fair Value, Inputs, Level 3 [Member] | Fair Value, Recurring [Member]      
Commitments And Contingencies [Line Items]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure $ 0 11,441  
Fair Value, Inputs, Level 3 [Member] | Fair Value, Recurring [Member] | Contingent Consideration Liability [Member]      
Commitments And Contingencies [Line Items]      
Financial and Nonfinancial Liabilities, Fair Value Disclosure   $ 11,441  
XML 108 R47.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Significant Accounting Policies (Details)
 3 Months Ended 12 Months Ended
Mar. 31, 2018
USD ($)
Dec. 31, 2019
USD ($)
Reporting_Unit
Segment
Billing
Dec. 31, 2018
USD ($)
Dec. 31, 2017
USD ($)
Sep. 30, 2014
USD ($)
Cash and Cash Equivalents [Line Items]          
Foreign Currency Transaction Gain (Loss), Realized   $ 200,000 $ (500,000) $ (400,000)  
Cumulative Effect on Retained Earnings, Net of Tax $ 2,000,000.0        
Document Period End Date   Dec. 31, 2019      
Number of billing arrangements for revenue recognition | Billing   4      
Capitalized Contract Cost, Amortization   $ 300,000 200,000    
Capitalized Contract Cost, Net   800,000 400,000    
Capitalized Computer Software, Accumulated Amortization   5,900,000 2,900,000    
Capitalized Computer Software, Gross   21,500,000 10,200,000    
Amortized capitalized software development costs   $ 3,000,000.0 1,400,000 800,000  
Number of Reporting Units | Reporting_Unit   6      
Sponsorship and advertising costs   $ 8,400,000 $ 7,900,000 $ 6,600,000  
Aggregate principal amount         $ 250,000,000
Debt Instrument, Interest Rate, Stated Percentage         1.25%
Number of Operating Segments | Segment   3      
Maximum [Member]          
Cash and Cash Equivalents [Line Items]          
Cash and Cash Equivalent maturity period   3 months      
Computers, related equipment and software [Member] | Maximum [Member]          
Cash and Cash Equivalents [Line Items]          
Depreciated over and estimated useful life   P4Y      
Computers, related equipment and software [Member] | Minimum [Member]          
Cash and Cash Equivalents [Line Items]          
Depreciated over and estimated useful life   P2Y      
Furniture and fixtures [Member]          
Cash and Cash Equivalents [Line Items]          
Depreciated over and estimated useful life   P5Y      
Aircraft [Domain]          
Cash and Cash Equivalents [Line Items]          
Depreciated over and estimated useful life   P10Y      
XML 109 R43.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Income Taxes (Tables)
 12 Months Ended
Dec. 31, 2019
Income Tax Disclosure [Abstract]  
Income Tax Expense for Continuing Operations
The income tax expense for continuing operations for the years ended December 31, 2019, 2018, and 2017 consists of the following: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Current:
 
 
 
 
 
Federal
$
125

 
$
(1,611
)
 
$
(635
)
State
2,014

 
286

 
545

Foreign
(422
)
 
1,885

 
2,040

Total current
1,717

 
560

 
1,950

Deferred:
 
 
 
 
 
Federal
7,467

 
9,742

 
(46,103
)
State
1,610

 
2,008

 
(6,576
)
Foreign
(282
)
 
(1,033
)
 
(1,270
)
Total deferred
8,795

 
10,717

 
(53,949
)
Income tax expense for continuing operations
$
10,512

 
$
11,277

 
$
(51,999
)
Components of Income from Continuing Operations Before Income Tax Expense
The components of income from continuing operations before taxes were as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
U.S.
$
53,898

 
$
17,025

 
$
(221,137
)
Foreign
(1,407
)
 
8,196

 
(1,367
)
Total
$
52,491

 
$
25,221

 
$
(222,504
)
Reconciliation of Statutory Income Tax Rate to Our Effective Tax Rate for Continuing Operations
A reconciliation of the U.S. statutory income tax rate to our effective tax rate for continuing operations is as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Percent of pretax income from continuing operations:
 
 
 
 
 
At U.S. statutory tax rate
21.0
 %
 
21.0
 %
 
35.0
 %
State income taxes, net of federal benefit
6.1

 
7.2

 
2.7

Disallowed executive compensation
2.0

 
2.5

 
—

Meals and entertainment
1.6

 
2.0

 
(0.3
)
Tax credits
(3.1
)
 
(1.4
)
 
0.2

Valuation allowance
(2.9
)
 
6.9

 
(0.2
)
Realized investment (gains) losses
(1.8
)
 
1.3

 
0.4

Net tax benefit related to “check-the-box” election
(1.4
)
 
—

 
1.2

Stock-based compensation
(1.1
)
 
4.9

 
(0.8
)
Foreign source income
(0.5
)
 
(1.7
)
 
0.1

Change in fair value of contingent consideration liabilities
—

 
2.4

 
—

Global intangible low-taxed income 
—

 
2.1

 
—

Transition tax on accumulated foreign earnings, net of credits
—

 
0.8

 
(0.3
)
U.S. federal rate change
—

 
(2.3
)
 
(3.4
)
Goodwill impairment charges
—

 
—

 
(10.2
)
Other
0.1

 
(1.0
)
 
(1.0
)
Effective income tax rate for continuing operations
20.0
 %
 
44.7
 %
 
23.4
 %
Net Deferred Tax Liabilities for Continuing Operations
The net deferred tax liabilities for continuing operations at December 31, 2019 and 2018 consisted of the following: 
 
As of December 31,
 
2019
 
2018
Deferred tax assets:
 
 
 
Operating lease liabilities
$
20,541

 
$
—

Accrued payroll and other liabilities
12,289

 
6,737

Share-based compensation
6,970

 
6,150

Tax credits
465

 
3,548

Net operating loss carryforwards
280

 
2,247

Deferred lease incentives
—

 
4,100

Restructuring charge liability
—

 
639

Other
1,451

 
1,466

Total deferred tax assets
41,996

 
24,887

Valuation allowance
(1,016
)
 
(3,143
)
Net deferred tax assets
40,980

 
21,744

Deferred tax liabilities:
 
 
 
Intangibles and goodwill
(16,421
)
 
(6,665
)
Operating lease right-of-use assets
(14,675
)
 
—

Convertible debt investment
(5,608
)
 
(5,934
)
Software development costs
(4,496
)
 
(1,655
)
Property and equipment
(4,039
)
 
(3,604
)
Prepaid expenses
(2,183
)
 
(1,794
)
Other
(483
)
 
(671
)
Total deferred tax liabilities
(47,905
)
 
(20,323
)
Net deferred tax asset (liability) for continuing operations
$
(6,925
)
 
$
1,421
Reconciliation of Beginning and Ending Amount of Unrecognized Tax Benefits
A reconciliation of our beginning and ending amount of unrecognized tax benefits is as follows: 
 
 
Unrecognized Tax Benefits
Balance at January 1, 2017
 
$
3,340

Decrease due to lapse of statute of limitations
 
(2,410
)
Decrease based on tax positions related to prior years
 
(117
)
Balance at December 31, 2017
 
813

Additions based on tax positions related to prior years
 
115

Decrease due to lapse of statute of limitations
 
(28
)
Balance at December 31, 2018
 
900

Decrease due to settlements of prior year tax positions
 
(115
)
Decrease due to lapse of statute of limitations
 
(735
)
Balance at December 31, 2019
 
$
50
XML 110 R22.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Equity Incentive Plans
 12 Months Ended
Dec. 31, 2019
Share-based Payment Arrangement [Abstract]  
Equity Incentive Plans Equity Incentive Plans
In 2012, Huron adopted the 2012 Omnibus Incentive Plan (the “2012 Plan”)which replaced, on a prospective basis, our 2004 Omnibus Stock Plan (the "2004 Plan") such that future grants will be granted under the 2012 Plan and any outstanding awards granted under the 2004 Plan that are cancelled, expired, forfeited, settled in cash, or otherwise terminated without a delivery of shares to the participant will not become available for grant under the 2012 Plan. The 2012 Plan permits the grant of stock options, stock appreciation rights, restricted stock, performance shares and other share-based or cash-based awards valued in whole or in part by reference to, or otherwise based on, our common stock. Subsequent to the initial approval of the 2012 Plan and through December 31, 2019, our shareholders approved amendments to the 2012 Plan to increase the number of shares reserved for issuance by 2,254,000, in the aggregate. As of December 31, 2019, approximately 1.1 million shares remain available for issuance under the 2012 Plan.
On May 1, 2015, we adopted the Stock Ownership Participation Program (the “SOPP”), which is available to Huron employees below the managing director level who do not receive equity-based awards as part of their normal compensation plan. Under the SOPP, eligible employees may elect to use after-tax payroll deductions, or cash contributions, to purchase shares of the Company’s common stock on certain designated purchase dates. Employees who purchase stock under the SOPP are granted restricted stock equal to 25% of their purchased shares. Vesting of the restricted stock is subject to both a time-based vesting schedule and a requirement that the purchased shares be held for a specified period. The initial number of shares available for issuance under the SOPP was 300,000. Prior to the adoption of the SOPP, the matching share grants and the employee purchased shares under the stock ownership participation program were governed by the 2012 Plan. As of December 31, 2019, less than 0.1 million shares remain available for issuance under the SOPP.
It has been our practice to issue shares of common stock upon exercise of stock options and granting of restricted stock from authorized but unissued shares, with the exception of the SOPP under which shares are issued from treasury stock. Certain grants of restricted stock under the 2012 Plan may be issued from treasury stock at the direction of the Compensation Committee.
Share-based awards outstanding under our 2012 Plan and our 2004 Plan provide for a retirement eligibility provision, under which eligible employees who have reached 62 years of age and have completed seven years of employment with Huron will continue vesting in their share-based awards after retirement, subject to certain conditions. This retirement eligibility provision also applies to future awards granted to eligible employees under the 2012 Plan. The Compensation Committee of the board of directors has the responsibility of interpreting the 2012 Plan and SOPP and determining all of the terms and conditions of awards made under the plans, including when the awards will become exercisable or otherwise vest.
Total share-based compensation cost recognized for the years ended December 31, 2019, 2018, and 2017 was $24.2 million, $18.8 million, and $14.8 million, respectively, with related income tax benefits of $5.3 million, $4.6 million, and $5.8 million, respectively. As of December 31, 2019, there was $26.2 million of total unrecognized compensation cost related to nonvested share-based awards. This cost is expected to be recognized over a weighted average period of 2.2 years.
Restricted Stock Awards
The grant date fair values of our restricted stock awards are measured based on the fair value of our common stock at grant date and amortized into expense over the service period. Subject to acceleration under certain conditions, the majority of our restricted stock vests annually over four years. 
The table below summarizes the restricted stock activity for the year ended December 31, 2019.
 
Number of Shares
 
Weighted
Average
Grant Date
Fair Value
(in dollars)
 
2012 Omnibus Incentive Plan
 
Stock Ownership Participation Program
 
Total
 
Nonvested restricted stock at December 31, 2018
747

 
11

 
758

 
$
43.08

Granted
341

 
12

 
353

 
$
48.57

Vested
(284
)
 
(10
)
 
(294
)
 
$
46.25

Forfeited
(30
)
 
(1
)
 
(31
)
 
$
45.24

Nonvested restricted stock at December 31, 2019
774

 
12

 
786

 
$
44.27


The aggregate fair value of restricted stock that vested during the years ended December 31, 2019, 2018, and 2017 was $14.5 million, $9.1 million, and $11.1 million, respectively. The weighted average grant date fair value per share of restricted stock granted during 2018 and 2017 was $38.45 and $42.11, respectively.
Performance-based Share Awards
During 2019, 2018, and 2017, the Company granted performance-based stock awards to our named executive officers and certain managing directors. The total number of shares earned by recipients of these awards is contingent upon meeting practice specific and Company-wide performance goals. Following the performance period, certain awards are subject to the completion of a service period, which is generally an additional two years. These earned awards vest on a graded vesting schedule over the service period. For certain performance awards, the recipients may earn additional shares of stock for performance achieved above the stated target. The grant date fair values of our performance-based share awards are measured based on the fair value of our common stock at grant date. Compensation cost is amortized into expense over the service period, including the performance period.
The table below summarizes the performance-based stock activity for the year ended December 31, 2019. All nonvested performance-based stock outstanding at December 31, 2019 and 2018 was granted under the 2012 Omnibus Incentive Plan.
 
Number of
Shares
 
Weighted
Average
Grant Date
Fair Value
(in dollars)
Nonvested performance-based stock at December 31, 2018
436

 
$
36.81

Granted (1)
281

 
$
47.93

Vested
(73
)
 
$
40.69

Forfeited (2)
(144
)
 
$
36.06

Nonvested performance-based stock at December 31, 2019 (3)
500

 
$
42.72

(1)
Shares granted in 2019 are presented at the stated target, which represents the base number of shares that could be earned. Actual shares earned may be below or, for certain grants, above the target based on the achievement of specific financial goals.
(2)
Forfeited shares include shares forfeited as a result of not meeting the performance criteria of the award as well as shares forfeited upon termination.
(3)
Of the 500,000 nonvested performance-based shares outstanding as of December 31, 2019, 403,794 shares were unearned and subject to achievement of specific financial goals. Once earned, the awards will be subject to time-based vesting according to the terms of the award. Based on 2019 financial results, approximately 110,936 of the 403,794 unearned shares will be forfeited in the first quarter of 2020.
The aggregate fair value of performance-based stock that vested during the years ended December 31, 2019, 2018, and 2017 was $3.4 million, $1.5 million, and $3.6 million, respectively. The weighted average grant date fair value per share of performance-based stock granted during 2018 and 2017 was $35.25 and $42.75, respectively.
Stock Options
Prior to 2014, the Company granted stock option awards to certain named executive officers. No stock option awards were granted in 2019, 2018, or 2017. The exercise prices of stock options are equal to the fair value of a share of common stock on the date of grant. Subject to acceleration under certain conditions, our stock options vest annually over four years. All stock options have a 10-year contractual term.
Stock option activity for the year ended December 31, 2019 was as follows:
 
Number
of
Options
(in thousands)
 
Weighted
Average
Exercise
Price
(in dollars)
 
Weighted
Average
Remaining
Contractual
Term
(in years)
 
Aggregate
Intrinsic
Value
(in millions)
Outstanding at December 31, 2018
154

 
$
30.52

 
2.5
 
$
3.2

Granted
—

 
 
 
 
 
 
Exercised
(48
)
 
$
25.97

 
 
 
$
1.6

Forfeited or expired
—

 
 
 
 
 
 
Outstanding at December 31, 2019 (1)
106

 
$
32.57

 
1.9
 
$
3.8

Exercisable at December 31, 2019
106

 
$
32.57

 
1.9
 
$
3.8

(1)
Of the 106,000 outstanding options, approximately 74,000 were granted under the 2004 Omnibus Stock Plan, and the remaining 32,000 options were granted under the 2012 Omnibus Incentive Plan.
The aggregate intrinsic value of options exercised during 2018 was $0.8 million. No options were exercised in 2017.
ZIP 111 0001289848-20-000006-xbrl.zip IDEA: XBRL DOCUMENT begin 644 0001289848-20-000006-xbrl.zip M4$L#!!0 ( ,6565"RU(4"(AL (\ 0 1 :'5R;BTR,#$Y,3(S,2YX MLF)B7:)!!*9^!) 9B(!_O:/IY7O/& >$$8_[AR\VM]Q M,'691^CBX\ZWV>[Q[/3RV5<\;<<(6I<$XY1@)[SB,1 M2^=/#P??G3EG*^=/QK^3![2[&U5RU(^GP/L0N$N\0@X2@I/[4. +QE=G>(Y" M7WS<">E?(?+)G& /6/"Q;")70'LM$%]@\16M<+!&+OZXLQ1B_6%O[_'Q\=4R MY P$H %4 B$6G(7K5RY;[1WN'[P_.#PZV'% 9!I\@(*T74V?T.^YFD_WW'_% M^ )*[A_MR=?W*,!)<V*SQGM0:!=*84[J=('[]^_WU-OTZ*!9RH(9 _V_OGE:J:4 M8.?WOSF.4@JR6C,N'%H"U4SX&)7BALH(';W#W8E%)$R73$7":6ZNM!Z M555I#_LBR CM9H1> 0\[SEXS=OI@I L+8;"[0&C=G V]8L1*_*0K.YSY;? Q M\J-H=66HI<(8&6JM,[9QM86=JU>^6C0+4F-SNV;5Z@Z;.@UOT85>^2F'2?MV3"OIC7'3U)!-ORF69,!=E\M MV,.>RT(J^$;.3+_:IK3 5C'Y8S>CTI*;D'.P$S>5,VR9';UF^E>;V35'UL.D M.2]))?FC,P?XR5TV9R&MI7YU9H+0!QPH4^.HSKIGJ!;_WLU(M..$(N(&E=JZ MO5;TL[.B!L25Y Z:,)'4D3]VL\HM&1!K+JF]:Z06:2WU:S>K7V0"4+_%?@""1%2@WDS0JU3$$5-_25$%<9DPD%.7%_W F@MWT<2_[# MA?+PO*E04(50,F"9?'3?5":H@OV!BK/FN*DX4"7 5+12/$G@#@HX!+S=8_>O MD 0*[&#'D:^^W5[6BRTH1G+UDW:2EC)%^OWP8/_-P?Z^L^N,BEHJ%$5N[7GY0&*O%#Y/^K=GKQYZG?B#_ M$B8^OE*LG6&!B-\5$!MI&U:O]]^\WC^T827_3(D[&G7GEXC^?XT4S1N.?;(B M%/'-L>_'*^7U_";D[A+&Z V8\/B.72#"_T!^B*_GQT& 1:!(<.P=4^^*H'OB M$SE[P#NP^KVH1SL/S^=DK5*;7E=HD\:'04DXY@ZJEDU5&\ MRG(1MT["KH.HYV@,.S''B8(&8]50&<7T0A_P/65@!E*0*KB>7WKP+YE#?_GX M$N2D"P*_2AIPM\2$GP>"K&2$X%N YR&LJF!U]Z2CS\M.8G52SW"U@DG@>JY-1*?PG'B8*S;O.*+!'(/S MW=?$V*;)2E4ZJE*EJ%&I._EY+->RHS4]J4:"TRQAWW8V_S4P\L5*K.V_JJH[,!BR-S%"..SHD3LR*+9\R,7IGN MY$S=61]B*C9(C_;?'.T?6"'])2(S)BA.T9J SLX$#UT!7=(&B!(-J_\)_RO[ MGS$))Z4Q8@AZ=D2;D+=.B0<'K\OCIP3M(/C2.Y+K0 M3R,\IQR9A7>"?)E@,5MB<#7;H;Z-F 5.&,7P?SF29]")R@95:&J69TS+B8A- MZ(C@!G&0:HD% 3Y[A2I/N0*W-VH8UL3-^25'>ZRC+.TM<.I.4;"\\-ECY]%F M)FI'[W7%J,MHJG "4'44V0FW^3GB% "1R]DUZ#.7,3R.EY@&Y %? F2K=HY( MA^;L6!\VPCII3RV- M8-;)_Z<3-3 B3,\P)P_ @QQ" ;A_JE]@B'W&W@(P.G;A54M ZY*V!QI,&]T9 M94GAU;M 0O3[GD#!9@8JDF[=7(*O" *+6Y@Q M9X]H'9SA@"RHG$:/@\3$BBMK%)]=FWIBL%+Q2OM.S11/VXM*&'4DIXYBUGX2!H3B MH"6.)D+V_#E3W%2C(RW#A-*8((G/=,(@.*<"]%);+ULA8Z-G 6@_#8>EITRU MGW( 1>3T]7Q$,"6NZ0WFLR5JM]]7HF$WPX\,XR7UD(&&HXB,&(.>S>HFY.UF MS)$A7[",W&0F6["]Q8"32WP29WF>H("X,*>=$3\$ZZU8O#_4VS5*D+SA-;#J&54IU%=B ,^R&7&7/GC^Y?NAA[X*SE0PI MAB*&]T],%DOINCQ@CA98;N8QJ@)4,B[U@/QNSM5+L%FIBR47RZB+6I:69';7 MB[EU,G:=A-_H]@F-8UDKX=F)F78BKJ/PGZ/Q/>DOQ^U=JBV4[+[3D<%W,DTL MXW.1SE=KGVTP/L$4R$HS^@Q'^:M2O3$-%'\W/FIWWJ@)>;MY^,YD'L;4G9A\ MM'#$#3AZ"XYJ8L+5U/%]VY7]M&R?UM\9,E.::L-DD.KZHK:E+JDKST4\X/8# MWD3'/K+?FT:V(N.D=,8W?@W]V/= ;=B$?42^-QG]1A2G<5>!T7^6:-5NI".2"P31?T0UI:T[NJ[=AZSH+8DX;DP;K%@>#$ M%3](-^S-56I%V16KHQ59HY,Z5*B#ZI]KM<'PW*JPO:E*-2B=VZRE!A'V48N3 M"A1PZ>!0;Z=F=ZK?FYQJ,Y C=*RUPZD7A,**1J1-E>[1MD&JBJ3=S'YK,+/S M1UE3HOIF\@19NF_?K_G=H37[!/O68'W5 'HRR^NK0L7K]%B,R)T.SV]W=#CB M_ .YJU2U7]NH6CUUS!@MG+(O[!N-\6QT9Q5XD#=>P:)\AN_%I;J(3[X9CHHV MX:]224M']'M5TH151_+J9,Q.>EJMI\FS^':8W*5%7S"2<'G'(J,BIZF0UF7/XQMKBM'9=>JGF+\DK0PX9EV2YJ%<(HXW\B\VY6\G%BF#":7 M.N6O$DHF]*],X.>;8GIAJW*"*<5:ZNF1E@Z1L.=$_$7)D>EM6*7;D-+54+$Y M32\EW-N':NH1MD=MWAZ5]VGJJ,080SA11\# Y!R!'](^<&,D9 _7[)O"-0D= M1R^;O \CCE, I@IIX\-T&97>UQ"MX&YALY*RNU?ZO!M45!"\7T>K94O6*77_5\.4:L=V M?;F]+51*T&]?ZO!H.Z LX1&M;1-9%WZ*D=2'IUJ^%\:-J3B&H[JOHX^[QG ML[@F9>L\>&C:=="1FHQ>,Y:YSUBIQ]'=!#(1,02LLB^RG&#H,YQ6C2,QO<#> M$Q.5&E(RG0L:4OAD5O0ROOH@X47_1DW$C48EC4^-6ZF*^%PP;@*S%]UIUE:E MBI2,J8**&+ &'=BB'^/6@J]8)(?1X6\M5^\YU:%EHY5Z48#:V*C6O%+*OU+R4-]T$43G.%48"#Z+]M,,C5MV]\FN[0 MBBK&_XRTVRUQELZ06&G;@]GO#$&<'%P5,9S1#J/V$YJ!BCU"_N&ZXDM]CPU4I9^"L6UW-PK]O'B)Z+%>OX/C#EM?>]0U^GM4H5**V\ M=A703D FK>8+3MJ0XM-^6;43M$?#35<"VS =X5JJ+C,/71F$I(O3)>*+=C 9 MZ=@][M>&531'QHGIC!R.GA?/IDW8'9;7AI73".*T9E; ;'S&?!\ZZA%QKX,? MVZ&U2O!+:Z89_&TJH34Y2E?4!$/[M=)"S>YZOC8LE-L@&^4B^8!IB /M>S#7 M]SY91.E:_02;&K=A'YJ'QGDY:D+_KHVC-3+ZP%#20?&_76!,2-A-H$.C"12C M%/\8;__W'<]M0KYR=!GFRSQN4\Q5AW:&%]+/TKJA#8(&*M8!=F@:8#$1'9)1 M ]&S?]&L >LX.S2M8@;X)M_""K"^)UI^VR?2M5JJA+SD4Y@ASV^LFLI,Z /1 M^$G7JS'J$:[$MI039\8V>3K>"S"V]K<^H$B ">\B$_(Q)9'!Q.IAU8K5:"4 M%&=2 ;-:Y)N./L88&5N3326)M@\=;*5E#1P<'AH"!\:9>'Q!@QGVL?Q(Z'^' MB O,_MQ>K,OBVU_S]OG9%,]OI!3URH]Q/:\%89<9O$D#]FG=% ]NI@5CG/"3'(09 M65 R)RX"X]AUY>ES0*O+;0HU*=N3EHRAD"R%02/M9+2=A/B$8Z&WNQC9C1JP MIZT8W>7:J([3;*[5_9>K-7+%]?S88^N.<>=N#5;B7W:IZ^,?-:H2T^-F)Y78 MBM#S3^'U[LK9/S3M'1JNI6@"[_A,+_FQN&BK M@4K[UR=S=6USU#FMX*R@:/>LCPRF5DI0)1YF)!,(QV1AV3LW'4G'OL\>U>'( M"\;/6'@OYJ&?E(*JW^@]\7WI]O('XJJ4^!]0.LUH7,F'\4/*&41]^J9?(1]]2T=!3) 1?^E;WOG M;T%E/+YYS@NQ8/+.,GE5[6K'H6B%/^ZTJ0@#4<+P<4=PF;@4A/>!("*49#Y) M1?FX\W3/??*!" S%!WT<'TS_N>/B>B.3I&G/" MO#M5WPMYG,FQ5^H%!.US<"T2AM)>.0D#0K$\)/E L8W7_#J'O-$]*UOV\A' M&:7AZH/'5HC0HGAU!2DQ?LI6]X3&V]TT(%Y\;=L=1S2(IKBO6/S)^'>9A(G6 M1"#_V/O?,!"27E'0SM2&!KRMO[+O@EUZ4!:,6)1];<7]*R3R(_:Y3]O#NW % M#UT7I,N]H-&9;NW1:0B]9>WA']7^,V+B HMF4 @-!)+-_R!,8G'U%U$OW: - MS*'R(PO)_9K/ 4FSY@>+R"D*EL"J_$<>1GI /KR.+P7:W"AB2>_5*]I>TF14 MMYTIMT[YDN,;1+PSE4K^/QAQ,&V/X]*Z=+9"[>4"$D"Q?ZG4IWH(3;\]_P?B M2GES\WA^>6M8Y\46O4JATT^_WV(4@,WY1(*BC.8B]43RQ >/K.1Y]T@=?RB@ M!<;/5$]62)<6&B)DQ$4+=NF#= M8-%CV5ZF@O7*#F]*V4JSW.EL N=\-[W/6(<KZNZ*#I6T7X@I[(*ERU[("L]B"E-FKK%T*K):ZH.0!U#X)03HSJDF68 ME,F"@N' TE4F)UYUV9>8N.N)&H43I04!GE6R5U",8F72UBT^M-C*5N/#)-(- MM!1%F_*F1\VR+V]XE+8(X\!8\ES=,@MSJ@RN/>"B>+5K#4RK*S&6PD3: ]WM M1L*9$;:6' Z^ CTAB11+[@_V)43^]H%;I\)/@RKAV!71I"M].[*Z#WD@68\W MQH+S)]7$<4?D@WRI.0,KT& M>^=/V UEZ9RITKS+:E/\&;KGD\_NE8L=?X[]BCW*+WIY4946O5.7X,_0.>KZ MQ.1SC$F@E)TNL?O];HE/V-.Y/.FC6JK?04V(_@R==(N1K[:EZ0..DBT^P109 MR$N7U25-316H)KW!=$WV)469#Q9]IA![V4<*2[+7J/!"PFU?6E=KGVVP2O?2 MMS -SP>\;ZESF]^L-+X9WJ; N8P0K3D)\(SYBI$ @1U-D;\1Q"TXYG4+#T_, MU-+($BR#+79*?NHH6MU]$!J,RG-FHV.Y82:"K*#&YJ-/";2YBQO!]0HHR6[8]6<7YL/@746F* J% 6D,52 M?&:^!PT$5U>G^0%C+?'RLO.NC3VLBWXJD(_RWY6(L?U7$MJO)11:QH%R?XD8EET:YI6&MP O$+?\77P MB!?LFL-_"AL:6]^^_#IPA8, X_S'8=.4CV_4D_&ND,ILS"<7!^DTV;S:SZ*_ M7\ ?<)'O;SZ#.:(X \OD51[/BC+#,XR_$,_SL9#C2,8O U)04,O[X0GSE5%Y MHB:*?OSR"\#74+)R/9<1 M-3D@.)>;Q^H Q@7C\1VTL:FH;YRUJ-<>)0)+R0+SWJ>2Z_F<@!JMD0NL>F%T MF"*/F;W(R^.73@#:1WJ33;?T N-T0-4N/;3]K)3Q7*K7QIC^5K/L\%:V+8QO M2_.K7WSHHG(9*&'S,, JK\\FYK:B0QB)LDB6Y7])83PQ_T&7Q%)B<$'N3##+ MYY]AKL?@JD8YMNY&.Y0&2[;Z*[K1)+O8X0X]I?WQ#(0':_CG\P.4ICW_T,< 1>W1FP3#R"N);'V[+N2R>05+$= MJVP;BLY)\VH#3DEI($P^8Z5-Q>&M MVYH4]["">?FE>NO;EU^=;SB[D*QEZX7V:=B";UVS[. FY^VH<;8B@;QU2JXN M7H@/]P]?%Z"S%GEY_ PG%1+6S:\&:PCH[!;]LRWO?AY-N\7*2F?9/9%Y-;.\ M'X*.K2,[C,UA-J8N64,OI?<0G6F[3K5*#NWTH":G(%P].X>%2":.P>A_('(= MC4^O'B\T4>L5?KGS)0WDNL-\);_?IB[UK"]AL=H S]+,$+W@,J@=N"R*6>4' MGN7]RP^\F;N$)<<'XSA-<)1;@?EL3PS^H6=.3^A0_R7S%0SRV^\ZO<4!Z&!\ M%8ZE%UI2&51?L/DL7*^CM\@_B6:^V1)C_4M>\"._ U+1-7T1'7!/Y5DO?O6L M9L_4)S+(?)_HOJ09=D-YSEVME1?(-5S#4Z?@ *9'N4EU(AVJW)4%V9;+R28K M$H>2CA\1]\ :)EQ+I;NFZ:+7,\T!K/ZM)8+Y4' B/P"EHC&?H(+<<@R.*>; DZQO$ M!9&>FIJ[C)I:O_P0A85*>+%!U).YQP^*0E$^6Y'AB73WR.Z6+(Q.P7EWC]A_ MP/*FFKQ4E:4&+1C\_X*%W"J6JWEC\,H^G1# +;\"OW^M_\#4$L#!!0 ( ,6565!;>JS)13$ +PI @ 5 M :'5R;BTR,#$Y,3(S,5]C86PN>&UL[7WK4]8[A\: MC>Y&H_&O__[U=OSBOOC; MM/[[Z+-%:-GH1?/+>#3Y^[_D'\[.XHNOL]&_S/Q-O+7OIM[.FW??S.=W__+K MKU^^?/G35U>/_S2MKW^E&+-?[UL]^T3^"ZT?0_DC1"ABY$]?9^&7%\#A9-:\ MN\5+UH]__>[Y+ZQYFAAC?FV^O7]T-MKV('1+?OVOO[[[V/")1I/9W$Y\_.7? M_NG%BR4<]70WCSJY6=13&(?);#&>PUAX@R^@XD3 ME@P<-&P%R!@8R#P)PF(,I%U.;^^F$] ?LZOT-L#_HP2TC>/;"4R/ZQ'\]AWQ MGV[BJ'X]FX]NL[[Y?1;38OQN]#G.CH"R""%#@[FXO051N$H;(WX)GX]"K!O1 M^%3;R2S%NCY*VCIT7XKQCXL[>$->A>SX?3U]DY5#)G$Z'H4\-!]B[@P&]NIN M1?-1LM+?ZP8&YE,6W(-X>]QB /(N[=T(X/HXKQ=^OJCC/N*>>[X :1V6JR.Z M&H*AZ>WM:)[EG8J++4/74_R"L/^B2 MEW: MC*=?#L)^9P<%B7]MZPD\G67Z"C"LLXU3QYL(B_=G,&R@_7X]W+WK@@Q_G$_] MWV^F8S!-9J]A=9M_.Y:_YWL:@)U7L08/>=X@-X.UHZ$!D/V_,5S#TQ<>OFK! MRX'=G(Z1#FJ[OS>/^*L!?$[&@U!Y"JT!_B\!@MI M_FUC+NVEM47; 4A>+TOO8_WQQNYW,YY[O@!I'93@$5T58.A#A$?]:#Q:Q:-> MVMG(P_B_&HT7H$2>/GX4@"$^R#!!4A]0Q3HFH_1+^HFVO;ZJQ\O0@QO MZNEM-ID6\Q4??XNCZYNL:C_'VE['[)U,)XT1DJV/SW;<7O&?D*0" +?3\[M; M#4$F]#7]%N/+.(EIE-7>J[B,B65,P2QN0'T/GLU^V@_OZK0,==%DO;YE"!@: MVQ\".-H5([#(DQW57B+&'@#U,[884^!H6@>R]@69:&W#'LWK4 M"XHS_P$,]7KDYP.PW:KKX@PWM%PUMF^?S.[MMA"C+5>UO2T'('=CV^?-: *S M892UP+WSM(_FELW+$]Y!17;ON3R[>[Z^CX'/'^WM/3:W6VZ:E:?D'.$$JWF> MMXU?13=_"W_-FLV&TP!Z!"TG@'3]V6JC_5&:PE^CG2WRMOO\H9-(ZX^)Q0L): MQG^;SF,_LM G">4!;&=2'-3)$$PL7PK8UK4%K=_.IMC5J!217>R'(_LKQ=K6 M#^]G0UY$_FKGJ_!1VR6LY_>4@N+!53A$KQS<4S%VMJNTV1+M+MP=T'%Q9M=; M6Z^_YI!2$T.^GHS^=YVOUHWAEIV78KJEVM_?= ""_S*=AB^C\1A6T*=IE?L( M;M&T+,$=U'^W7@NS>3L%F^9_#_%6CNNM+%N7-UGJ9V\GC]7555JWZ3R2![ZA M+/M/_^[,[>X.RS+73@.V[F XI?Y49_LU_UD;GET6((ZZ+7#>AF6C4?I_,W' MR_W-'%M:0,N'U.R7$0B,]TU7R_C!'/?[PF'!>?KN-]-Z&Z$'8W!4O\.R^EN< MKW<4X>^-6$Y?/'=[P;#,MPT&[6@R+('?97/$Z]$D;]PW:4-A8]7\?5+?&];0 M=+5??/AP]?S&LO#D!-7%?%I_NW\F)^M]FEXMZMFH1A 6QG M"CS;8 #BWD4[B[/ESWUT;7MV8))VK-L'D=NFGX%9:3?VS[<8C+R'0%#S]^5T M-F\;16O=00'B'T)S*SHVUKXCV3F@RP(,KE36Y+KYHOO,Z-)S<797AW".'9.^0["T/4;CULW\, Y+^OIZ WYM^R+?X_B]%=CDJ#>.VC>4^SB[';KL)TZKQ $0W:9K-*7/X[O+& MUM?[:=W5IA")':;(D=T58FSK9]/Q&*CZ8NNVA3>Z]UR(W7:38W_+0+ M.-O(W[YRX]'U,OQPN UP;'\#LK;ZORWE3QX?GK N)M<170W T,=XG37Y 2<> MGV]1A+P.BO6HSHHPM>F(?/_ML=P=TFL1-E>?'+(7>U G)9G81'(TL] N7J]B MQZL9W5(/]/>&(NRW6Q#WM1N$U'',IWG^8V'K>:S'W^[S/%_9N?U]8ADX.'V^YH M'M;+R=AHJPJ/Z>QD3+V]O;-^?I4NPO3N +NOE\Y/QG2_@GDV MI2=QS1UP L MY7,,2_-UDM78>)2:O+LE(7N9:->Z.-D/U1O&X^F79AOES;1^-5VX>5J,UT]! MT]\G;C0>YT6I_CSR30CMH>=UV]ST(5OE$(/SO*@L/@SM)L(A?3S+@K=CGS=< MH)MW\/?J\4SC =P\7^8Y?IW'2W8R,VMVX(6/!6?) M0E-R/-F9:PJ$+V;HVMJ[7[- _1K'\]GZDT;$$":K"N;_O/JX6E> G?6 6?K M0[++C*7-$L:/>=E(?/V>IXUMD[%UT( M0U@%SYD@FGGZ&.9F"*?U2FC.$N=R^#Z+JY->1BDYBIPS)*W3B BM$"5:8<8\ M\T2VP75C.E[4_L6T#K'^\R_DEQ=?FA)!S:_+7FSMOYNECROKKY[X=997C-PC M K?B=MT^WQAPAC(W/;=Q A1_.-F_7-3U?8 *>HFCSX\6Q($GQ'.OKXB,##2V M121: 9*@(I+8>>0I8TI@HJGC/^DLZ4BUM-YC7XL;.K^GT]O:[M[2RGS.?XRZ?IRW@Y'2^# M,7\;S6]&DZM)_'_1UCOFR6#OK)REP5E-4;0@#9@:AS /!@F%C2'<2"[,\9.# M_N$FQSF-U ^_B(!5?V='877:9%V*^O&IT)*KRBYZ*IJ$QU@*I(S22!@E4* Z M(,&L9)I8'7@K(W?[3&)_N)GTHXSBCSC+UDE-N<+8?#.SJ="L>O;]%2-4:\,, MBB)R1(7ER$H3D!,T1:-B2-$>/XOX/V;1F8S:CSAKGIXC;O3&IQL[63NCA6;/ M7CHJH5E@1!*4*/6(.@^J3(,)35,B(DEEC>[@\HA_S*(S&[T?<3:MUN3-+U9Q M]/?V6^ZCK(7W/!V5-(+&$+/E'5UV0\'H=H8@@I-/UC$7N#A^-LF'V83^,9W. M8OA:3*?OMH;R)[TR!FS4B_CHBY6INO'1BOLM4^6D]%18).I<",@G4%R! >;& M)XHX<3I*2ZUQ'9,C_:,)[%U-FJ$S+7H!) O*FP?JX?XF9

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

(IX M%EPGT"/V5F<<+2W\\NL%<'G+@)1YJR6= '9N'9)C%8D M"[CF(^!92/UAVC,J-PX1;%8_Q$R?<:7RDC$AO(GF"Q!+5'@H??HDI0#SQ%2^ MA-:PZ0#Q,;%TE<7?9H'LUPR<=ELAI02_PQ8Q5CB9SHA3\2#=I/(O\A3F9/W' MJ+W#B2@'*H IJ*0.*MI&E\+4%$I5X,DZGEH*:X00L%Z='!-A6S6E?)!\L"$X MU0[CGLEK)3.*BYC6J7BI1(F,*3&M7FM[_.KS8=U0X:PTN#5"J%#\4$67@E.I MCKL>_3216PO7HUT: _4&ZEI$#TP56S!*MZ+G5+_#$K&S$D5US<,"L/R&\$8O M2N2RH50( )][M<^UA\IIDE4E H40+ZXZ:E3M'X)WU0*)N0*0U_C-"G<[G9U$&6)%MCA%ZL^3(W>S3S!X":U M?+C,=3XFP9,2L!U18ZUA7TB/L3S780JY-Z8;8TP/ MQ0QU(PA(;7-?VI;W1[6Z%6,PID$N'R2C1I39B<^TAD/U+\:Z'8O;A*OO5I'N M*N29A<824;)"Q(WFS$^#// (89.MDDW*YUQ@\UY(LM7P6"X1K42(,)\M/N"V MA0H0N07!Y&M5(P+O9TNB*RI)@/B$DL,'X>I@6U M1DZA7'6!%Z$\G6C*2%]$BOU^,MM71Y>7RS?I4_Z-OOM5)E57L!M9LL$54/TO M=\AJ:V-[G* 2Y*T7!19S)Y+F2>%,DSB<&$5A[8>5X*0*Z>"K8,Q;BC_1%:C2 ME/*P1CA(Z]7(B#W!L5RS8DG"J"35 M0!\4]!\O3&R4CB-M,"SML#PV!TMSL+0'CLX"@.GZ<-,&"^HPD:4W05!":GQT M),. 0TEG@S]G/8+)#N"FTYP+6+Z.%QZA1@6AU6V#D,(;:**9B\V.<"@":3" MXVE 28Y8P(&%((:E3FKMG98W(O^?;U5=-URNQ0ZJ-A'!R?B"U!Z;)DM.2\6* M=%]6JAD)5I:!=+X0IBJDEL.%&&@R8J$JL7$]EN8:H1](]&0+JY<%@O?I&]J MW#2[G1"&\283*7GL=;"5H6\1+3M@:]&%V(!,+GH#*DD7R4_$'^-I#^J*!'7TBO M7'X-C6]5%4J6"D8-8+]%B%:5YGLJEM. 259,= 1H-5!:6)Q@28CK"'NC 6.[ MG"-%@,% ^<;FM330LJJ9JG*I&=OCZAV@*DO&KK:X2K$)((>'3=3?*^*@D$9+ MBDXTE#1'Q U)Q/&S<,J?L[:SY;V\3XM\+N3 ET)!QI?7+$"$N_-5J, 6UTS$ M#.$@L]M,UZ .2^?=MB6)40%<%]A:XO/![16:D:NT:"66 :[_MQRXN%B(%%P< MD SV+S3C$7@XTIJBZT\I)24>ZA5E&.4='%M,>:2=.B.5<1$K"^ 3A'@L?A=YI4)5FOK52$[FS6\7GT:CGZT6 ;%B M(L4AVU,[*\!IDD(C#W,2_T_F_?=9*>2GD;=:5A3*GS[I\Z=_D1UG'A-?!A(9= MY%2L5^+..F'K:5J>Q"R9%)C=6'FT?B2<)J5![.M37(59%&A+T+)&",M;MCE* MA"IEA3=-8-(FJ/AE;A0>:OIYD(59]9XJC97 4Q;ZC.Z=I11?O$DL\B3<(B;2 MEAKKKIG7GDGB7[&X*QC/4IT'R41M5.R!+2A^O';]HDG$5J9=SH,23$=O(DX5 M,898MV'H^6P= ;]5=>TZTI:D]?D9N7#2D:3;%!,"52$Q_AL!I]2YN>Y9A= M"1VN6/#(9$68@CY& J2=J7D8'@\HE)CC8W#V#;=?FH (TYV#H4+N@:,8!4*M MEC%\@<-'9-GM&'P!EGZY6ZCNLY*)2VQ+D$C!B1VH;KUL;9P0>PH M-GX]H1H@'=+!8 \5'6:YR0F0W395.$G5\M9ZC3S=8;%HQ%$IW1AWF%,;&!LW M<\$U#[0%.I!+;J5O/J]."2:/TZ"8^BLBB>/C*B:.DY6])N)1@F07)>0CY(Q4 MK7E(MZIDF45O5.(H>_D-6>,=EDT*A#UDQE4T7G>UM\G+3PC],P[^>V.I?>3U MLA (;HFXGJ\TN>BV%/&,M?M#9I,O#5'T:OBR?!].I_(DGDD?0]JH$>0\I:0! M>D9*,;TB65F_*KD=$I-BXA.K>2F&$J\$:QAM4ADN<\6:/2GCSE>ZS>A\!<2A M&'.WNB8/#W-P]KCV+G94/Q5&@X/M931 ,R;$^X5,12-X:"J6C" \/00E8D&)OM M7.4BO")MP8X8)4LXR+)(3!Y>>U&,%RPB44$V)AC"1PM/22'703BAVSFA(VB% MS?\DW>4TWR^6B@%3M8!A&[],D*F8%(%IP2IAX^RX+MY9%NED#J$10ULVOM5L MSN 'L6_A)'#G))#9>&_+?)Z*9U>'KZ=)!)@2.T;'WPS=;;F#8@/5GZD*IW/1 M!30RR3F^@7AIAVYWZ/;[6]<4*1P!O\Y,DRY"F@13!>#(3-DZXY,L0]!* M)>F",!C^:JE\!06(@=YEFLS#<4A$CXS:T TE@*'!QFTA""/$CE4V1NZ",M:+9 M62F5 UHRA8]?#]*RDV[57/W="!F[G9Y%U\I=1#$4OMH/D_KN 6)<-U_4'>D, MTOC%,0%K0 XVI(E(36'51PNB%#H!0M?<&RGB4Y(]L"2H%CSPEL#K66J1Q=0! MX-<@*(C8RC5Y&ZQK. V#5$$? P]BNN!4EQAR%88:/6VYOGDU@VH_Z]:[@E:5 M6(I.5.93,0NPT$+U&+0F2L5\D< NY=1#$[J0(7A%^?;X1CNW@GP?.-EI=6YU M4WOY#4<0"-Z>:,AA'Z,,W ,@B#<=16$"3&6A4(QZM_%D'0Y$/52?4=+B":8IZV]ZX4L.N9U]I,_T1]7GUO#\47=;O+TEJ8)3[FD]XZL M]WY6[ZT*M>\1 #] (,?[()5JCOFO!MX;J-JI&3V5!O!@UQT7->B6]ZE(LX)+ MUGE\E853%0]TNJ@ZY+O.)MX-5ZICJR7@@3<+TRS?1[X$>"><-]^^0I!4 1H< MXY_@?*PYC,PZ0AX%U:&"P-#Q5$7R"B942]_">PS8LJX8\@QOWA7+"4RPO+B$S"6U^#;Q!IM.D:<:Z]I+D+M75 MU$,E9DQ$<+;8@!5RC34!9<,,J\]T*\H2'Y?99-]"ZVKZ)M]ZMN[-H^O\B(T4 MUT9MAVI&#HCT$*@NXFD#KK*U $U+QN^ [5F+G@8@\]82*OI9Z*%;L-56Z4Y= MLAS$-]Q;9\==N>]!J>_*3D=S_Q](*JH:9BFT+^T* Z4P: M!"]0XG(CQ 2W!>3B*6RE0X3T"Z# 0"1/+$V)98Y+ZW6'L*K=_E/0*/ZUUSIZ MHFE+NR,&HM9(=18S?8N!R@E\,>G]4;=-LKXZ- \B0[%.+Q'D0PUL$0FK8Z*R M3-2+?#1J G.%4?ET B14(;' 5>](O\K6MJ:MB&YJKBY2E>N3FB2;>S- N)!# M;)1(5C!;+I5PR-]FL]LUUSXU=Z?&\2MW.%3!\+C*8[_1_"Z<3^*"JP0*N6,L M'UA ]:)T6 M@:F$U%U4GZ95+IL7ZHE)J7FS:D$>4V4CC"@$FK)KL2(-Y O9=,N7.]E2<4JO-&7(5YZ[TY/QG]K R[WUO_A"J_.(&&-%.N,<*"/GTNK2*,E7QB_C"39$(WCL2O=6MI1+CDS&IO]+RF)*ST#[ORBKN1@ M>"&TSF9R#*B=XT"BKK?#SG0TJ&OX-/1FAYB!SX;U_>^R_ XL62EC]:M*/%1K M![TM#.T9S S(D:$RR:7'M7E6^_59T4Y O1^"F3K 45ZEAY1%71J*[R M1DJ1&TA%*%@%1(2GA?3K;WW-O@&9#,0F*Q');.>N] *=A;&2%&])?I4)5J"M M%4S8R&'R4\M\TA86@5RABGJL.ZM ?P6TM^299)Z?@ L $M\>R@IK#PL+SHUZ M,&BC1;4_4)T.Z/!PT=R=A7)W!%T:>H36A!KT4MF])!;P*67X648^8"NXHY?B M0S==4,V"7!7AU+!=6>RBRT(>PDD3F.8QAZ"&=?<(KCTN]U;1/ U)"H &^()F9=B)M B0WXA MMM^D[C^D M= VA;XEF:B/)4MRV-]B!;0KF8XG63!K<8#3A)/4SID6J"HC@-;Y%;"M'&Q5W M];Z$&5;T0QU_57-P()VV X(X(,C3W!O@V!(UTH0(4.AR129?;*@8(,>#Q>A! MA#J*F]Q;%/-DPRC4NPE,W3+.X:1.S;W$PVHXQ%T0]42A&9 M]RWO=]6TEPS0F MNHX00=+-.KJR%0:B>W> 1XFP6;OCF,WT2(:=7YI1H=D@K'FM\$5RD:1IV:*2 M@^2$E1[ !DC)E7\/ZVH-FR:9:C8L*P5KM9!1S15*7(A,)*J[!Y=Z0E0Z9S#- MHXP$S5&4=Y@?X<*,\6 M@K.4Z*!9J\&,S) ]2;CG6]WKKT6E;_ G.5'OX7=GL-0R,EM48S MEIM^6FB[VOY[A9$ZE.8F=GL,R;U6Z &;C*M,+*E/.')L5>*2A%!,N]W31]FC]JRN162O$]%WW MK]EOZPE(ZPO==$$(UTD*RNPR"*>J_W=H]3EZ(UI7+=_XYDO6^$F14YH=$+O M3XEL:_PEU>WHYTKHNB8(K2+ZP"FER=F"Z2*,I9V26E3&T.MMR3WY2A]&_F,% M-TH%>P .)]2L.@8J;($03 MEP50Q,,L3;((6+)DPI#V@'-BF:\4;4 II%(GX M2M#RRL_LBV]BLI9I5QB;3M"#0DSGMZ#+.6:&5*AR;E)K.Z@BP5?8B)NVCY@G^<.%VL=*STGL2JZ2TDH MV<)9$!%=)E.5;$&0>F24_3Q,$7\Q%7#I$%##A/KOP@$JKD?5 J"$A?-KF6MM MH\Z65RA>VQZ<89T/9MXM04RP=:F4M)I44%5 BRR"(@<5OZU M6&:4PS)_@&6%X@A8:OQ6N0FF&@WXL[\E-P);H!D$CX$6,7GV+7#IX/V##Z0H MKLFODNLDKC",# ?2E'5B^'O"!H9YK>Y39]>XL 'EDT]NM?_1$A!@AQX[52B_ M+-T&Z.:);:+ R !_1?XO3@@=!@$Q8F6GYPEB;,)OI?O62GU@UHV6 KPIY.(G M6)P9O0ZG#?B15$S>>&D+JWE+FLC*T:_27NL+Q/3;-<2SR@*SBID35GWR>/'^6N S M>Q_,";76WAJ*M):3",..1%!=@5]C)765R5ZJ :CT:*&#:FA/7'KRG!)+E3^3).4KTE&=+B97).\%H[9H6W^JH6>,L &+LI;:[Z M;.J#XV6WTJW!)LA495?[) T>%W(*>A#RC_^1ZE#W2#'P(Z,U+56%K4"DQ0+" M/$LJ:"625')@(!,$^$7%@E_J:*>^H]U$AHIA.*D!C17W_G')D,FR+&?S(L<] MGD*+$"O(K,AJ5;,T;7AFA/U3'8@, _ZI?:$C&BJ.-,_(>HD<%VQ;0I\E.'AA M:@Y>34-=91^6+ .$3 [-2%=%:&_';>&L-7V50Q,=PHL42]PH+BSMTEA>Z> V8443U8SZI2-KL>P%ENTB#;V7-ZC6 MX"-*(&UFCR>F=D0/H5UBVK0RTEK;6X91W.>[,9D);/*+"7!--UY.].PS]!JV MO4)G"0\AY;/2_OKEEU :ZQ!(*$W2-"8. 1I8,4*Y)A"-.X0,$SY1K:-TEJY# M["2TLIYZ-8Q]:OW5CBKIL62$_J$ (,,J0PQHJ%8)]H[P)ZJ]&>Q;$700P!70 M$B;-4 *$$.L\E\^#X5QYDH(=?140K"X7EF'\ -0^:!8;>6,+GKUF:#BHIL^7 MI%0A/*F@9J;?],)RAJM/P5L:HO0"DS?*!K%T(GX">UZGX!(@(M@FQP=[#YN$ MX(Z;XDG*MR3I5P72XQMY&8"6:#)RHN.0$PXYL='HX*"Q8L!C\)\"; ""3ZWH M<6JM7%8[?/]SF2:Z9V3 U.M1RX2_2SV\^$51%^9Y BH^@& ":F[,^I1@N6 M'Z/SP9JK0B^#*P;3%?$2ZD,F.@Y:*2VPLOI3,8%= MU,Z]14K,#ADMYD"X/9/H"T50$')ZUGX309B,*O$$60*V!0E8B4E+\A*".15"R"/Q/S MO1@KYF;2(B%0:IA,=5%@LLA? 5AE2DB(&K2*@L. Q4(0J_)36]Y[:;TD M&/X+Z"!5-Z6JGBAGA1/1OIG>EA$V$I6_4NE6*\O--@TEQN%%]E-A-B!;TJ-: MM7+T>Q(:CMKXA]:M8'I>UWUJ*0.&!ZZ<;,(9*P77@FB1<%]A9=?6Z<:G5748 MX%/FL;4)5.?%#FKM-D$T.*<&8":%R-7H6;-7%Z]^)L9X)P 4CG3YJ/T@E6"848 /2)PB&!X 08DBE3[GJ6E M\,LCPJ992%"/S9<5%Q0^"_BE23@*B$N$5(L,"XZ%>I3@TY.>A9$JGU6A+2ND MC8ENU2=--4<#M U=R95G$5D-A"V6Z(MPM%!7N!FJD=*J3QMQ)K_PSBE'U1(A MGT4N,G]ES6D5@R>T=A$4")H> SFU"OZJZ\A]77^C@0^X:Z4Z6W+X&!-3Q!4C MR. 3_YB+N&Q0IB4%H5[%/:^01K!+C0]'B%2S4!5XP>0N@OPGZW,24LP,]? ),U?$M%XCD.7TE!U" 6+5/; M'#M[-;Y'(:+'GX'+;_Q[:KT^U;C)%4.0KUS+'"A?N2\NUFOB9^5+OES@70H4 M65W<[?RW% HI"+>X_0I$#+JS'*YY^>FOSM88D"8*JR"M4+@C#%>0YBR"XVXO MRI_%]&J!\=U[.B;;58?URUJ;RP1(8!'FJTT_M4.*&"2!R)R6]TYCP\"&$%?D M/'$ECC9=[2ZE$ WB[NZ$P:#,JU6+R9>@S3YC&_/R+4&Y*ST"\*C6*F(J% 8] M^6 @)/+JB6V9\4WRGR)GE/.,]75W1Q](&]BL00#KP/0KAQ8I%# .+Q6LW;W7 M8.QHTRKX*[B.L3N@P$K-KTCG6%%2%4:NTA5B=SQM2H<+[V@>CX,4%;!D[%> MNQ2UJ:R+S]AENZQ\#%)!+H7J&(V92&K*F](I@]M-JAQ"TP,U!%IMM&R4.N+$ M.Z>1S/UEL [83IAN#XX-6.0IJS)4RXO=EU@M@$W[,P/T)'#K7KBFETF>I$\3"TP^LO?[C7&S8E!\V+5!J I$6'_/;P7IH) DRSY M]>>'2N563]S+KPV6L57,$:GG$P9FL_X)OAGD,]$0T'%E/PXFQ_!V+&\F;(I$P^V/&L'JIWL\:D&,9\8RDJ]3745%(2QK@ ]<22F#,.D[0Q; M@"E\@,F U&YR61%Q3<]$SA5%H;4X151<&F-MVT M;[!;5L"Z@I" $J7@&UR.I?TD&\D@Q#'!JD.T5AF?*7HPXL6^D,&0M+PORXZS(O8V!D">)I&OB#J@%$G/ M*KJMY'4Q]J79Q94]AJ.$0"]BSD5T30 P-5:"JF@ ?3 &^T.NJR[XP.NRKF[7 M0:<-2! O6FVYL<++6>@:S030=?ELE\]^.B: .HQ:3;6V32BT/O!'GQ+F9#6# M+.;^>=9<)^SL9CH'9EUG>"&&RT!YX6&&&C-&Q6LM%3K3>#-.;* W\G 2VEEA MS^XR%>T$JU1MJJ1O-;-@?2@O3]F@.O$Z_!-!QA.(UEO?D38#76*(_(0Z;(QW MKC[<@+>0MC.J N,4:!ATJB&'7$4@++6[S8D8*\%NQ)ID M,MD?=F5[9<$I9YFG ;EK*BGQ/1O \H)TZ39R'U"C4"X1:#+Z3)!E42M8615S MFI/!F96P778S$FIO(;YR3(3"2WQ5,^5--J>2.7:P>0!:D("E_# 7N%O0_%Y-Y3.9@&4FN16>5\3P3 MI>&#\M$4MSK$I;*X&&<.K.!7'"P$IB6N8MHRC(,!WWW2\BXM&K?J.PP]GQ1( MF)/?'8S1"8:>Q7 ." M>2L4L^K+.#H%MU3E0BJY;9JJ5R<&@0(LV*%\)>]"(D<&JYE]#:.(V X,^%(! M8#$IDK-0X_PS+BN!%P1$8V>JVNX?"'T9#B<, HMRL'M@;5$O3+V*#[*>I_(] M"NXLI0&.-AWU,#60A#K"9+6FI0HFT\=#PQJLX4.E,I4?4,FA]; MU(?03S7 0OC(F>P(W-5]1?< M!!18MBN,E+:#0I]0<'0?M@K>K_M0P.CL<;340(C(0?NLID9(7LE3>@AB"UCY M(0UP&,] ;*10Y';,>K+W&YKQ;S&:K>;W(]*7OX[MV)]T9UT](?4(VC M?)6Q(N>#!%Z^RWJ4)B BI*2]NADFCT+(*>?(/ST#3+3F;'QD@XC^46OP1!TB MJ/.6:A&BFF\=^210 +<)H+TZ$*/ANGFHDG"7N.-Z*D#IX^O)"@"X"%D6$O%%7:[Y+(^37!A/4)= M$6.Q^F40(,_4,,-M0 7 V-91D^?G*V<+Q6P?_)M]2)$G:9"&K,"A*A!O>\WS M992E0NW5?/T6KB/-[V%AS&RD![= F H(X2:ICAO+KX8VZEG5WT.+#N4J4\^8 M,;&[4-D\IA-1IR!!/;A%B,^^8W\4\AQB4HP)"!FW4F*-@I*S":6MULQ6+XHY MF!A ]WDA.%JAHM3

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htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Valuation and Qualifying Accounts
 12 Months Ended
Dec. 31, 2019
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract]  
Valuation and Qualifying Accounts Valuation and Qualifying Accounts
The table below sets forth the changes in the carrying amount of our allowances for doubtful accounts and unbilled services and valuation allowance for deferred tax assets for the years ended December 31, 2019, 2018, and 2017.
 
Beginning
balance
 
Additions (1)
 
Deductions
 
Ending
balance
Year ended December 31, 2017:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
21,259

 
43,888

 
40,648

 
$
24,499

Valuation allowance for deferred tax assets
$
626

 
793

 
172

 
$
1,247

Year ended December 31, 2018:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
24,499

 
49,390

 
51,648

 
$
22,241

Valuation allowance for deferred tax assets
$
1,247

 
2,314

 
418

 
$
3,143

Year ended December 31, 2019:
 
 
 
 
 
 
 
Allowances for doubtful accounts and unbilled services
$
22,241

 
69,979

 
73,552

 
$
18,668

Valuation allowance for deferred tax assets
$
3,143

 
1

 
2,128

 
$
1,016

(1)
Additions to allowances for doubtful accounts and unbilled services are charged to revenues to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, the provision is charged to operating expenses. Additions also include allowances acquired in business acquisitions, which were not material in any period presented.

EXCEL 113 Financial_Report.xlsx IDEA: XBRL DOCUMENT begin 644 Financial_Report.xlsx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

<[*E^>_L(-*E'=K6@1SQ.1?/M/Y*VH*0;;75?R<7DDNX'?U-CB>7T>[<,YM%1K-H8A:!4:(- MFB0"L] =&YZBH.^.47�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end XML 114 R4.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Consolidated Statements of Earnings and Other Comprehensive Income - USD ($)
shares in Thousands, $ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Revenues and reimbursable expenses:      
Revenue from Contract with Customer, Including Assessed Tax $ 876,757 $ 795,125 $ 732,570
Reimbursable Revenues 88,717 82,874 75,175
Total revenues and reimbursable expenses 965,474 877,999 807,745
Direct costs and reimbursable expenses (exclusive of depreciation and amortization shown in operating expenses):      
Direct costs 575,602 521,537 454,806
Amortization of intangible assets and software development costs 5,375 4,247 10,932
Reimbursable expenses 88,696 82,923 75,436
Total direct costs and reimbursable expenses 669,673 608,707 541,174
Operating expenses and other operating gains:      
Selling, general and administrative expenses 203,071 180,983 175,364
Restructuring charges (1) 1,855 3,657 6,246
Litigation and other losses (gains), net (1,196) (2,019) 1,111
Depreciation and amortization 28,365 34,575 38,213
Goodwill, Impairment Loss 0 0 253,093
Total operating expenses and other losses (gains), net 232,095 217,196 474,027
Operating income (loss) 63,706 52,096 (207,456)
Other income (expense), net      
Interest Expense Net Of Interest Income (15,648) (19,013) (18,613)
Other Nonoperating Income (Expense) 4,433 (7,862) 3,565
Nonoperating Income (Expense) (11,215) (26,875) (15,048)
Income (loss) from continuing operations before taxes 52,491 25,221 (222,504)
Income tax expense (benefit) 10,512 11,277 (51,999)
Net income (loss) from continuing operations 41,979 13,944 (170,505)
Income (Loss) from Discontinued Operations, Net of Tax, Attributable to Parent (236) (298) 388
Net income (loss) $ 41,743 $ 13,646 $ (170,117)
Net earnings per basic share:      
Net income from continuing operations, per basic share (in USD per share) $ 1.91 $ 0.64 $ (7.95)
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Basic Share (0.01) (0.01) 0.02
Net income, per basic share (in USD per share) 1.90 0.63 (7.93)
Net earnings per diluted share:      
Net income from continuing operations, per diluted share (in USD per share) 1.87 0.63 (7.95)
Discontinued Operation, Income (Loss) from Discontinued Operation, Net of Tax, Per Diluted Share (0.02) (0.01) 0.02
Net income, per diluted share (in USD per share) $ 1.85 $ 0.62 $ (7.93)
Weighted average shares used in calculating earnings per share:      
Basic (shares) 21,993 21,706 21,439
Diluted (shares) 22,507 22,058 21,439
Comprehensive income (loss):      
Net income (loss) $ 41,743 $ 13,646 $ (170,117)
Foreign currency translation adjustments, net of tax 99 (1,814) 1,602
Unrealized gain (loss) on investment, net of tax (702) 7,772 4,724
Unrealized gain (loss) on cash flow hedging instruments, net of tax (956) 167 429
Other comprehensive income (1,559) 6,125 6,755
Comprehensive income (loss) $ 40,184 $ 19,771 $ (163,362)

XML 115 R8.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Summary of Significant Accounting Policies
 12 Months Ended
Dec. 31, 2019
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies Summary of Significant Accounting Policies
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements reflect the financial position at December 31, 2019 and 2018, and the results of operations and cash flows for the years ended December 31, 2019, 2018, and 2017.
The consolidated financial statements include the accounts of Huron Consulting Group Inc. and its subsidiaries, all of which are wholly-owned. All intercompany balances and transactions have been eliminated in consolidation.

On January 1, 2019, we adopted Accounting Standard Update ("ASU") 2016-02, Leases. For additional information on the adoption of ASU 2016-02, refer to our leases policy and new accounting pronouncements below.

On January 1, 2018, we adopted ASU 2014-09, Revenue from Contracts with Customers, a new Topic, ASC 606, which superseded ASC 605, Revenue Recognition. The new revenue recognition standard provides a five-step analysis of transactions to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We adopted ASC 606 on a modified retrospective basis to all open contracts, as modified, as of that date. Adoption of the new standard resulted in changes to our accounting policy for revenue recognition, most notably for performance-based billing arrangements, and sales commissions. Adopting ASC 606 on a modified retrospective basis had no impact on our consolidated financial statements in the prior periods presented. Upon adoption, we recorded a $2.0 million cumulative-effect adjustment to record a net increase to retained earnings for the portion of performance-based billing arrangements that have been earned as of the adoption date but for which we had not recognized as revenue under previous revenue recognition guidance, the capitalization of sales commissions paid on open contracts as of the adoption date, and the related tax effects. Refer to our revenue recognition and capitalized sales commissions policies below for additional information.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts that are reported in the consolidated financial statements and accompanying disclosures. Actual results may differ from these estimates and assumptions.
Revenue Recognition
We generate substantially all of our revenues from providing professional services to our clients. We also generate revenues from software licenses; software support and maintenance and subscriptions to our cloud-based analytic tools and solutions; speaking engagements; conferences; and publications. A single contract could include one or multiple performance obligations. For those contracts that have multiple performance obligations, we allocate the total transaction price to each performance obligation based on its relative standalone selling price, which is determined based on our overall pricing objectives, taking into consideration market conditions and other factors.
Revenue is recognized when control of the goods and services provided are transferred to our customers and in an amount that reflects the consideration we expect to be entitled to in exchange for those goods and services using the following steps: 1) identify the contract, 2) identify the performance obligations, 3) determine the transaction price, 4) allocate the transaction price to the performance obligations in the contract, and 5) recognize revenue as or when we satisfy the performance obligations.
We typically satisfy our performance obligations for professional services over time as the related services are provided. The performance obligations related to software support and maintenance and subscriptions to our cloud-based analytic tools and solutions are typically satisfied evenly over the course of the service period. Other performance obligations, such as certain software licenses, speaking engagements, conferences, and publications, are satisfied at a point in time.

We generate our revenues under four types of billing arrangements: fixed-fee (including software license revenue); time-and-expense; performance-based; and software support, maintenance and subscriptions.
In fixed-fee billing arrangements, we agree to a pre-established fee in exchange for a predetermined set of professional services. We set the fees based on our estimates of the costs and timing for completing the engagements. We generally recognize revenues under fixed-fee billing arrangements using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Contracts within our Culture and Organizational Excellence solution include fixed-fee partner contracts with multiple performance obligations, which primarily consist of coaching services, as well as speaking engagements, conferences, publications and software products (“Partner Contracts”). Revenues for coaching services and software products are generally recognized on a straight-line basis over the length of the contract. All other revenues under Partner Contracts, including speaking engagements, conferences and publications, are recognized at the time the goods or services are provided. Estimates of total engagement revenues and cost of services are monitored regularly during the term of the engagement. If our estimates indicate a potential loss, such loss is recognized in the period in which the loss first becomes probable and reasonably estimable.
We also generate revenues from software licenses for our revenue cycle management software and research administration and compliance software. Licenses for our revenue cycle management software are sold only as a component of our consulting projects, and the services we provide are essential to the functionality of the software. Therefore, revenues from these software licenses are recognized over the term of the related consulting services contract. License revenue from our research administration and compliance software is generally recognized in the month in which the software is delivered.
Time-and-expense billing arrangements require the client to pay based on the number of hours worked by our revenue-generating professionals at agreed upon rates. Time-and-expense arrangements also include certain speaking engagements, conferences, and publications purchased by our clients outside of Partner Contracts within our Culture and Organizational Excellence solution. We recognize revenues under time-and-expense arrangements as the related services or publications are provided, using the right to invoice practical expedient which allows us to recognize revenue in the amount that we have a right to invoice based on the number of hours worked and the agreed upon hourly rates or the value of the speaking engagements, conferences or publications purchased by our clients.
In performance-based billing arrangements, fees are tied to the attainment of contractually defined objectives. We enter into performance-based engagements in essentially two forms. First, we generally earn fees that are directly related to the savings formally acknowledged by the client as a result of adopting our recommendations for improving operational and cost effectiveness in the areas we review. Second, we have performance-based engagements in which we earn a success fee when and if certain predefined outcomes occur. We recognize revenue under performance-based billing arrangements using the following steps: 1) estimate variable consideration using a probability-weighted assessment of the fees to be earned, 2) apply a constraint to the estimated variable consideration to limit the amount that could be reversed when the uncertainty is resolved (the “constraint”), and 3) recognize revenue of estimated variable consideration, net of the constraint, based on work completed to-date versus our estimates of the total services to be provided under the engagement.
Clients that have purchased one of our software licenses can pay an annual fee for software support and maintenance. We also generate subscription revenue from our cloud-based analytic tools and solutions. Software support, maintenance and subscription revenues are recognized ratably over the support or subscription period. These fees are generally billed in advance and included in deferred revenues until recognized.
Provisions are recorded for the estimated realization adjustments on all engagements, including engagements for which fees are subject to review by the bankruptcy courts.
Expense reimbursements that are billable to clients are included in total revenues and reimbursable expenses. Under fixed-fee billing arrangements, we estimate the total amount of reimbursable expenses to be incurred over the course of the engagement and recognize the estimated amount as revenue using a proportionate performance approach, which is based on work completed to-date versus our estimates of the total services to be provided under the engagement. Under time-and-expense billing arrangements we recognize reimbursable expenses as revenue as the related services are provided, using the right to invoice practical expedient. Reimbursable expenses are recognized as expenses in the period in which the expense is incurred. Subcontractors that are billed to clients at cost are also included in reimbursable expenses. When billings do not specifically identify reimbursable expenses, we allocate the portion of the billings equivalent to these expenses to reimbursable expenses.
The payment terms and conditions in our customer contracts vary. Differences between the timing of billings and the recognition of revenue are recognized as either unbilled services or deferred revenues in the consolidated balance sheets. Revenues recognized for services performed but not yet billed to clients are recorded as unbilled services. Revenues recognized, but for which we are not yet entitled to bill because certain events, such as the completion of the measurement period or client approval, must occur, are recorded as contract assets
and included within unbilled services. Client prepayments and retainers are classified as deferred revenues and recognized over future periods as earned in accordance with the applicable engagement agreement.
Capitalized Sales Commissions
Sales commissions earned by our sales professionals are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions with an expected amortization period greater than one year are deferred and amortized on a straight-line basis over the period of the associated contract. We elected to apply the practical expedient to expense sales commissions as incurred when the expected amortization period is one year or less. Amortization expense is recorded to direct costs. During the years ended December 31, 2019 and 2018, we amortized $0.3 million and $0.2 million, respectively, of capitalized sales commissions. Unamortized sales commissions were $0.8 million and $0.4 million as of December 31, 2019 and 2018, respectively.
Allowances for Doubtful Accounts and Unbilled Services
We maintain allowances for doubtful accounts and for services performed but not yet billed based on several factors, including the estimated cash realization from amounts due from clients, an assessment of a client’s ability to make required payments, and the historical percentages of fee adjustments and write-offs by age of receivables and unbilled services. The allowances are assessed by management on a regular basis. These estimates may differ from actual results. If the financial condition of a client deteriorates in the future, impacting the client’s ability to make payments, an increase to our allowance might be required or our allowance may not be sufficient to cover actual write-offs.
We record the provision for doubtful accounts and unbilled services as a reduction in revenue to the extent the provision relates to fee adjustments and other discretionary pricing adjustments. To the extent the provision relates to a client’s inability to make required payments on accounts receivables, we record the provision to selling, general and administrative expenses.
Direct Costs and Reimbursable Expenses
Direct costs and reimbursable expenses consist primarily of revenue-generating employee compensation and their related benefits and share-based compensation costs; as well as commissions, the cost of outside consultants or subcontractors assigned to revenue-generating activities, technology costs, other third-party costs directly attributable to our revenue-generating activities, and direct expenses to be reimbursed by clients. Direct costs and reimbursable expenses incurred on engagements are expensed in the period incurred.
Cash and Cash Equivalents
We consider all highly liquid investments, including overnight investments and commercial paper, with original maturities of three months or less to be cash equivalents.
Concentrations of Credit Risk
To the extent receivables from clients become delinquent, collection activities commence. No single client balance is considered large enough to pose a material credit risk. The allowances for doubtful accounts and unbilled services are based upon the expected ability to collect accounts receivable and bill and collect unbilled services. Management does not anticipate incurring losses on accounts receivable in excess of established allowances. See Note 19 “Segment Information” for concentration of accounts receivable and unbilled services.
We hold our cash in accounts at multiple third-party financial institutions. These deposits, at times, may exceed federally insured limits. We review the credit ratings of these financial institutions, regularly monitor the cash balances in these accounts, and adjust the balances as appropriate. However, these cash balances could be impacted if the underlying financial institutions fail or are subject to other adverse conditions in the financial markets.
Long-term Investments
Our long-term investments consist of our convertible debt investment in Shorelight Holdings, LLC ("Shorelight") and preferred stock investment in Medically Home Group, Inc. ("Medically Home").
We classified the convertible debt investment in Shorelight as available-for-sale at the time of purchase and reevaluate such classification as of each balance sheet date. The investment is carried at fair value with unrealized holding gains and losses reported in other comprehensive income. If the investment is in an unrealized loss position, we assess whether the investment is other-than-temporarily impaired. We consider impairments to be other-than-temporary if they are related to significant credit deterioration or if it is likely we will sell the security before the recovery of its cost basis. We have not identified any other-than-temporary impairments for our convertible debt investment. In the event there are realized gains and losses or declines in value judged to be other-than-temporary, we will record the amount in earnings.
We classified the preferred stock investment in Medically Home as an equity security without a readily determinable value at the time of purchase and reevaluate such classification as of each balance sheet date. We elected the measurement alternative to value this equity security without a readily determinable fair value. Under the measurement alternative, the investment is recorded at its cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or similar investment in Medically Home. Any unrealized holding gains and losses resulting from observable price changes are recorded in our consolidated statement of operations. Following our purchase, there has been no impairment, nor any observable price changes to our investment.
See Note 13 “Fair Value of Financial Instruments” for further information on our long-term investments.
Fair Value of Financial Instruments
See Note 13 “Fair Value of Financial Instruments” for the accounting policies used to measure the fair value of our financial assets and liabilities that are measured at fair value on a recurring basis.
Property and Equipment
Property and equipment are recorded at cost, less accumulated depreciation. Depreciation of property and equipment is computed on a straight-line basis over the estimated useful lives of the assets. Software, computers, and related equipment are depreciated over an estimated useful life of two to four years. Furniture and fixtures are depreciated over five years. Aircraft are depreciated over ten years. Leasehold improvements are amortized over the lesser of the estimated useful life of the asset or the initial term of the lease.
Leases
We determine if an arrangement contains a lease and the classification of such lease at inception. As of December 31, 2019, all of our material leases are classified as operating leases; we have not entered into any material finance leases. For all operating leases with an initial term greater than 12 months, we recognize an operating lease right-of-use ("ROU") asset and operating lease liability. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term.
Operating lease ROU assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the lease commencement date and provided by the administrative agent for our senior secured credit facility in determining the present value of lease payments. Operating lease ROU assets exclude lease incentives. We elected the practical expedient to combine lease and nonlease components. Certain lease agreements contain variable lease payments that do not depend on an index or rate. These variable lease payments are not included in the calculation of the operating lease ROU asset and operating lease liability; instead, they are expensed as incurred. Our leases may contain options to extend or terminate the lease, and we include these terms in our calculation of the operating lease ROU asset and operating lease liability when it is reasonably certain that we will exercise the option.
Operating lease expense is recognized on a straight-line basis over the lease term and recorded within selling, general and administrative expenses on our consolidated statement of operations. In accordance with our accounting policy for impairment of long-lived assets, operating lease ROU assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset group to which the operating lease ROU asset is assigned may not be recoverable. We evaluate the recoverability of the asset group based on forecasted undiscounted cash flows. See Note 5 "Leases" for additional information on our leases, including the lease impairment charges recorded in 2019.
Software Development Costs
We incur internal and external software development costs related to our cloud computing applications and software for internal use. We capitalize these software development costs incurred during the application development stage. Costs related to preliminary project activities and post implementation activities are expensed as incurred. Once the project is substantially complete and ready for its intended use these costs are amortized on a straight-line basis over the technology's estimated useful life. Acquired technology assets are initially recorded at fair value and amortized on a straight-line basis over the estimated useful life.
Development costs related to software products that will be sold, leased, or otherwise marketed are expensed until technological feasibility has been established. Thereafter and until the software is available for general release to customers, these software development costs are capitalized and subsequently reported at the lower of unamortized cost or net realizable value. These capitalized development costs are
amortized in proportion to current and future revenue for each product with an annual minimum equal to the straight-line amortization over the remaining estimated economic life of the product. We did not capitalize any development costs for this type of software during 2019 or 2018.
We classify capitalized software development costs, which primarily relate to cloud computing applications and software for internal use, as other non-current assets on our consolidated balance sheet. As of December 31, 2019, gross capitalized software development costs and related accumulated amortization was $21.5 million and $5.9 million, respectively. As of December 31, 2018, gross capitalized software development costs and related accumulated amortization was $10.2 million and $2.9 million, respectively. During the years ended December 31, 2019, 2018, and 2017, we amortized $3.0 million, $1.4 million, and $0.8 million, respectively, of capitalized software development costs.
Intangible Assets Other Than Goodwill
Identifiable intangible assets are amortized over their expected useful lives using a method that reflects the economic benefit expected to be derived from the assets or on a straight-line basis. We evaluate the recoverability of intangible assets periodically by considering events or circumstances that may warrant revised estimates of useful lives or that indicate the asset may be impaired.
Impairment of Long-Lived Assets
Long-lived assets, including property and equipment, right-of-use assets, and intangible assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events relating to recoverability may include significant unfavorable changes in business conditions, recurring losses, or a significant decline in forecasted operating results over an extended period of time. We evaluate the recoverability of long-lived assets based on forecasted undiscounted cash flows. See Note 5 "Leases" for information on our right-of-use asset impairment charges recorded in 2019. No material impairment charges for other long-lived assets were recorded in 2019, 2018, or 2017.
Goodwill
For acquisitions accounted for as a business combination, goodwill represents the excess of the cost over the fair value of the net assets acquired. We are required to test goodwill for impairment, at the reporting unit level, annually and when events or circumstances indicate the fair value of a reporting unit may be below its carrying value. We perform our annual goodwill impairment test as of November 30 and monitor for interim triggering events on an ongoing basis. A reporting unit is an operating segment or one level below an operating segment (referred to as a component) to which goodwill is assigned when initially recorded. We assign goodwill to reporting units based on our integration plans and the expected synergies resulting from the acquisition. We have six reporting units: Healthcare, Education, Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences. The Business Advisory, Enterprise Solutions and Analytics, Strategy and Innovation, and Life Sciences reporting units make up our Business Advisory operating segment. 
Pursuant to our policy, we performed the annual goodwill impairment test as of November 30, 2019 and determined that no impairment of goodwill existed as of that date. Further, we evaluated whether any events have occurred, or any circumstances have changed since November 30, 2019 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2019, we determined that no indications of impairment have arisen since our annual goodwill impairment test.
Business Combinations
We use the acquisition method of accounting for business combinations. Each acquired company’s operating results are included in our consolidated financial statements starting on the date of acquisition. The purchase price is equivalent to the fair value of consideration transferred. Tangible and identifiable intangible assets acquired and liabilities assumed are recorded at fair value as of the acquisition date. Goodwill is recognized for the excess of purchase price over the net fair value of tangible and intangible assets acquired and liabilities assumed. Contingent consideration, which is primarily based on the business achieving certain performance targets, is recognized at its fair value on the acquisition date, and changes in fair value are recognized in earnings until settled. Refer to Note 13 “Fair Value of Financial Instruments” for further information regarding our contingent acquisition liability balances.
Income Taxes
Current tax liabilities and assets are recognized for the estimated taxes payable or refundable, respectively, on the tax returns for the current year. We have elected to recognize the tax expense related to Global Intangible Low-Taxed Income ("GILTI") as a period expense in the period the tax is incurred. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. To the extent that deferred tax assets will not likely be recovered from future taxable income, a valuation allowance is established against such deferred tax assets. Refer to Note 17 "Income Taxes" for further information regarding incomes taxes.
Share-Based Compensation
Share-based compensation cost is measured based on the grant date fair value of the respective awards. We generally recognize share-based compensation ratably using the straight-line attribution method; however, for those awards with performance criteria and graded vesting features, we use the graded vesting attribution method. It is our policy to account for forfeitures as they occur.
Sponsorship and Advertising Costs
Sponsorship and advertising costs are expensed as incurred. Such expenses for the years ended December 31, 2019, 2018, and 2017 totaled $8.4 million, $7.9 million, and $6.6 million, respectively, and are a component of selling, general and administrative expenses on our consolidated statement of operations.
Convertible Senior Notes
In September 2014, we issued $250 million principal amount of 1.25% convertible senior notes due 2019 (the “Convertible Notes”) in a private offering. The Convertible Notes matured on October 1, 2019, and the outstanding principal and accrued interest were paid in full at that time. At issuance, we separated the Convertible Notes into liability and equity components. The carrying amount of the liability component was determined by measuring the fair value of a similar liability that does not have an associated convertible feature. The carrying value of the equity component representing the conversion option, which was recognized as a debt discount, was determined by deducting the fair value of the liability component from the proceeds of the Convertible Notes. The debt discount was amortized to interest expense using the effective interest method over the term of the Convertible Notes. The equity component was not remeasured as it continued to meet the conditions for equity classification. Refer to Note 7 “Financing Arrangements” for further information regarding the Convertible Notes.
Debt Issuance Costs
We amortize the costs we incur to obtain debt financing over the contractual life of the related debt using the effective interest method for non-revolving debt and the straight-line method for revolving debt. The amortization expense is included in interest expense, net of interest income in our statement of operations. Unamortized debt issuance costs attributable to our revolving credit facility are included as a component of other non-current assets. Unamortized debt issuance costs attributable to our Convertible Notes were recorded as a deduction from the carrying amount of the debt liability.
Foreign Currency
Assets and liabilities of foreign subsidiaries whose functional currency is not the United States Dollar (USD) are translated into the USD using the exchange rates in effect at period end. Revenue and expense items are translated using the average exchange rates for the period. Foreign currency translation adjustments are included in accumulated other comprehensive income, which is a component of stockholders’ equity.
Foreign currency transaction gains and losses are included in other income, net on the consolidated statement of operations. We recognized $0.2 million of foreign currency transaction losses in 2019, $0.5 million of foreign currency transaction losses in 2018, and $0.4 million of foreign currency transaction gains in 2017.
Segment Reporting
Segments are defined as components of a company that engage in business activities from which they may earn revenues and incur expenses, and for which separate financial information is available and is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. Our chief operating decision maker manages the business under three operating segments, which are our reportable segments: Healthcare, Business Advisory, and Education.
New Accounting Pronouncements
Recently Adopted
In March 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases, as a new Topic, ASC 842, which superseded ASC Topic 840, Leases, and sets forth the principles for the recognition, measurement, presentation, and disclosure of leases for lessees and lessors. ASU 2016-02 requires lessees to classify leases as either finance or operating leases and to record on the balance sheet a right-of-use asset and a lease liability, equal to the present value of the remaining lease payments, for all leases with a term greater than 12 months regardless of the lease classification. The lease classification will determine whether the lease expense is recognized using an effective interest rate method or on a straight-line basis over the term of the lease. In July 2018, the FASB issued ASU 2018-11, Leases (Topic 842): Targeted Improvements, which provides an optional transition method that allows entities to initially apply ASC 842 at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings on the adoption date. We adopted ASC 842 effective January 1, 2019 on a modified retrospective basis for existing leases using the transition method allowed by ASU 2018-11, which had no impact on our consolidated financial statements in the prior periods presented. The new lease standard had a material impact on our consolidated balance sheet upon adoption but did not impact our consolidated statement of operations. The most significant impact to our consolidated balance sheet is the recognition of ROU assets and lease liabilities for operating leases. The impact of the new lease standard on our consolidated balance sheet upon adoption follows:
 
As of
December 31, 2018
 
ASC 842
Adjustment
 
As of
January 1, 2019
Assets
 
 
 
 
 
Operating lease right-of-use assets
$
—

 
$
56,463

 
$
56,463

 
 
 
 
 
 
Liabilities
 
 
 
 
 
Accrued expenses and other current liabilities
$
17,207

 
$
(2,557
)
 
$
14,650

Current maturities of operating lease liabilities
$
—

 
$
10,537

 
$
10,537

Deferred compensation and other liabilities
$
20,875

 
$
(536
)
 
$
20,339

Deferred lease incentives
$
13,693

 
$
(13,693
)
 
$
—

Operating lease liabilities, net of current portion
$
—

 
$
62,712

 
$
62,712


In August 2018, the FASB issued ASU 2018-15, Intangibles - Goodwill and Other - Internal Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract. This update aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. Capitalized implementation costs are amortized on a straight-line basis generally over the term of the service contract with the amortization recognized in the same financial statement line item as the fees related to the service contract. ASU 2018-15 is effective beginning January 1, 2020, with early adoption permitted. We adopted this ASU in the third quarter of 2019 on a prospective basis. In 2019, we capitalized an immaterial amount of implementation costs for cloud computing arrangements that are service contracts. The future impact of adoption of this ASU on our consolidated financial statements will depend on the magnitude of implementation costs we may incur to implement cloud computing arrangements that are service contracts.
Not Yet Adopted
In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement, which modifies certain disclosure requirements related to fair value measurements. ASU 2018-13 will be effective for us beginning January 1, 2020. We do not expect this guidance to have an impact on the amounts reported on our consolidated financial statements, and we will update our disclosures within the notes to our consolidated financial statements as required by ASU 2018-13.
In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. ASU 2019-12 simplifies the accounting for income taxes by eliminating certain exceptions to the guidance in ASC 740, Income Taxes, related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also simplifies other aspects of the accounting for franchise taxes and enacted changes in tax laws or tax rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. ASU 2019-12 will be effective for us beginning January 1, 2021, with early adoption permitted. We are currently evaluating the potential impact this guidance will have on our consolidated financial statements.
XML 116 R37.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share (Tables)
 12 Months Ended
Dec. 31, 2019
Earnings Per Share [Abstract]  
Reconciliation of Basic and Diluted Earnings Per Share
Basic earnings per share excludes dilution and is computed by dividing net income by the weighted average number of common shares outstanding for the period, excluding unvested restricted common stock. Diluted earnings per share reflects the potential reduction in earnings per share that could occur if securities or other contracts to issue common stock were exercised or converted into common stock under the treasury stock method. Such securities or other contracts include unvested restricted stock awards, outstanding common stock options, convertible senior notes, and outstanding warrants, to the extent dilutive. In periods for which we report a net loss from continuing operations, diluted weighted average common shares outstanding excludes all potential common stock equivalents as their impact on diluted net loss from continuing operations per share would be anti-dilutive.
Earnings (loss) per share under the basic and diluted computations are as follows: 
 
Year Ended December 31,
 
2019
 
2018
 
2017
Net income (loss) from continuing operations
$
41,979

 
$
13,944

 
$
(170,505
)
Income (loss) from discontinued operations, net of tax
(236
)
 
(298
)
 
388

Net income (loss)
$
41,743

 
$
13,646

 
$
(170,117
)
 
 
 
 
 
 
Weighted average common shares outstanding—basic
21,993

 
21,706

 
21,439

Weighted average common stock equivalents
514

 
352

 
—

Weighted average common shares outstanding—diluted
22,507

 
22,058

 
21,439

 
 
 
 
 
 
Net earnings (loss) per basic share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.91

 
$
0.64

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.01
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.90

 
$
0.63

 
$
(7.93
)
 
 
 
 
 
 
Net earnings (loss) per diluted share:
 
 
 
 
 
Net income (loss) from continuing operations
$
1.87

 
$
0.63

 
$
(7.95
)
Income (loss) from discontinued operations, net of tax
(0.02
)
 
(0.01
)
 
0.02

Net income (loss)
$
1.85

 
$
0.62

 
$
(7.93
)
Summary of Anti-dilutive Securities Excluded from Computation of Weighted Average Common Stock Equivalents
The number of anti-dilutive securities excluded from the computation of the weighted average common stock equivalents presented above were as follows:
 
As of December 31,
 
2019
 
2018
 
2017
Unvested restricted stock awards
—

 
—

 
636

Outstanding common stock options
—

 
—

 
194

Convertible senior notes
—

 
3,129

 
3,129

Warrants related to the issuance of convertible senior notes
3,129

 
3,129

 
3,129

Total anti-dilutive securities
3,129

 
6,258

 
7,088
XML 117 R33.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Intangible Assets (Tables)
 12 Months Ended
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Changes in Carrying Amount of Goodwill
The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2019 and 2018. 
 
 
Healthcare
 
Business
Advisory
 
Education
 
Total
Balance as of December 31, 2017:
 
 
 
 
 
 
 
 
Goodwill
 
$
636,810

 
$
302,187

 
$
102,829

 
$
1,041,826

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2017
 
$
428,729

 
$
114,192

 
$
102,829

 
$
645,750

Goodwill recorded in connection with a business combination
 
—

 
186

 
—

 
186

Foreign currency translation
 
—

 
(673
)
 
—

 
(673
)
Balance as of December 31, 2018:
 
 
 
 
 
 
 

Goodwill
 
636,810

 
301,700

 
102,829

 
1,041,339

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2018
 
$
428,729

 
$
113,705

 
$
102,829

 
$
645,263

Goodwill recorded in connection with a business combination (1)
 
—

 
—

 
1,060

 
1,060

Foreign currency translation
 
—

 
357

 
—

 
357

Balance as of December 31, 2019:
 
 
 
 
 
 
 

Goodwill
 
636,810

 
302,057

 
103,889

 
1,042,756

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2019:
 
$
428,729

 
$
114,062

 
$
103,889

 
$
646,680

(1)
On September 30, 2019, we completed the acquisition of a business in our Education segment. The results of operations of the acquired business is included in our consolidated financial statements and results of operations of our Education segment from the date of acquisition. This acquisition is not significant to our consolidated financial statements.
Intangible Assets
Intangible assets as of December 31, 2019 and 2018 consisted of the following: 
 
 
 
As of December 31,
 
 
 
2019
 
2018
 
Useful Life
in Years
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Gross
Carrying
Amount
 
Accumulated
Amortization
Customer relationships
3 to 13
 
$
87,577

 
$
61,882

 
$
98,235

 
$
60,462

Trade names
5 to 6
 
28,930

 
25,894

 
28,930

 
23,181

Technology and software
3 to 5
 
5,694

 
4,321

 
5,694

 
2,842

Non-competition agreements
5
 
2,220

 
1,447

 
3,650

 
2,241

Customer contracts
2
 
800

 
52

 
—

 
—

Favorable lease contract
3
 
—

 
—

 
720

 
646

Total
 
 
$
125,221

 
$
93,596

 
$
137,229

 
$
89,372
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense The table below sets forth the estimated annual amortization expense for each of the five succeeding years for the intangible assets recorded as of December 31, 2019.
Year Ending December 31,
 
Estimated
Amortization Expense
2020
 
$
12,638

2021
 
$
8,379

2022
 
$
6,111

2023
 
$
3,512

2024
 
$
741
XML 118 R10.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Intangible Assets
 12 Months Ended
Dec. 31, 2019
Goodwill and Intangible Assets Disclosure [Abstract]  
Goodwill and Intangible Assets Goodwill and Intangible Assets
The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2019 and 2018. 
 
 
Healthcare
 
Business
Advisory
 
Education
 
Total
Balance as of December 31, 2017:
 
 
 
 
 
 
 
 
Goodwill
 
$
636,810

 
$
302,187

 
$
102,829

 
$
1,041,826

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2017
 
$
428,729

 
$
114,192

 
$
102,829

 
$
645,750

Goodwill recorded in connection with a business combination
 
—

 
186

 
—

 
186

Foreign currency translation
 
—

 
(673
)
 
—

 
(673
)
Balance as of December 31, 2018:
 
 
 
 
 
 
 

Goodwill
 
636,810

 
301,700

 
102,829

 
1,041,339

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2018
 
$
428,729

 
$
113,705

 
$
102,829

 
$
645,263

Goodwill recorded in connection with a business combination (1)
 
—

 
—

 
1,060

 
1,060

Foreign currency translation
 
—

 
357

 
—

 
357

Balance as of December 31, 2019:
 
 
 
 
 
 
 

Goodwill
 
636,810

 
302,057

 
103,889

 
1,042,756

Accumulated impairment losses
 
(208,081
)
 
(187,995
)
 
—

 
(396,076
)
Goodwill, net as of December 31, 2019:
 
$
428,729

 
$
114,062

 
$
103,889

 
$
646,680

(1)
On September 30, 2019, we completed the acquisition of a business in our Education segment. The results of operations of the acquired business is included in our consolidated financial statements and results of operations of our Education segment from the date of acquisition. This acquisition is not significant to our consolidated financial statements.
2019 Annual Goodwill Impairment Test
Pursuant to our policy, we performed our annual goodwill impairment test as of November 30, 2019 on our five reporting units with goodwill balances: Healthcare, Education, Business Advisory, Strategy and Innovation, and Life Sciences. We performed a quantitative impairment test for Strategy and Innovation as the reporting unit is a relatively new business resulting from an acquisition in 2017 and also fell slightly short of internal financial expectations in 2019. We performed qualitative assessments over the Healthcare, Education, Business Advisory, and Life Sciences reporting units to determine if it was more likely than not the respective fair values of these reporting units were less than their carrying amounts, including goodwill.
For the Strategy and Innovation reporting unit, we reviewed goodwill for impairment by comparing the fair value of the reporting unit to its carrying value, including goodwill. In estimating the fair value of the reporting unit, we relied on a combination of the income approach and the market approach utilizing the guideline company method, with a fifty-fifty weighting. Based on the results of the goodwill impairment test, we determined the fair value of Strategy and Innovation reporting unit exceeded its carrying value by 41%. As such, we concluded that there is no indication of goodwill impairment for the reporting unit.
For our qualitative assessment of the Healthcare, Education, Business Advisory and Life Sciences reporting units, we considered the most recent quantitative analysis performed for these reporting units, which was as of November 30, 2017, including the key assumptions used within that analysis, the indicated fair values, and the amount by which those fair values exceeded their carrying amounts. One of the key assumptions used within the prior quantitative analysis was our internal financial projections; therefore, we considered the actual performance of each reporting unit during 2019 and 2018 compared to the internal financial projections used, as well as specific outlooks for each reporting unit based on our most recent internal financial projections. We also considered the market-based valuation multiples used in the market approach within our prior quantitative analysis, which were derived from guideline companies, and noted that the valuation multiples generally increased compared to November 30, 2017. We also reviewed the current carrying value of each reporting unit in comparison to the carrying values as of the prior quantitative analysis. In addition, we considered various factors, including macroeconomic conditions, relevant industry and market trends for each reporting unit, and other entity-specific events, that could indicate a potential change in the fair value of our reporting units or the composition of their carrying values. Based on our assessments, we determined that it was more likely than not that the fair values of the Healthcare, Education, Business Advisory and Life Sciences reporting units exceeded their respective carrying amounts. As such, the goodwill for these reporting units was not considered impaired as of November 30, 2019, and a quantitative goodwill impairment analysis was not necessary.
Further, we evaluated whether any events occurred or any circumstances changed since November 30, 2019 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2019, we determined that no indications of impairment arose since our annual goodwill impairment test.
The results of an impairment analysis are as of a point in time. There is no assurance that the actual future earnings or cash flows of our reporting units will be consistent with our projections. We will monitor any changes to our assumptions and will evaluate goodwill as deemed warranted during future periods. Any significant decline in our operations could result in non-cash goodwill impairment charges.
2017 Goodwill Impairment Charges
Healthcare
During the second quarter of 2017, we performed a goodwill impairment analysis for our Healthcare reporting unit as our Healthcare business was experiencing a prolonged period of declining revenues at the time, primarily driven by softness in our revenue cycle offering within our performance improvement solution. This softness was attributable to decreased demand for our services, the winding down of some of our larger projects, and a trend toward smaller projects, as well as fewer large integrated projects. Based on forecasts prepared in the second quarter of 2017 in connection with our quarterly forecasting cycle, we determined that the likely time frame to improve the financial results of this segment would take longer than originally anticipated. As such, we concluded, during the second quarter of 2017, that the fair value of the Healthcare reporting unit may no longer exceed its carrying value. In connection with the preparation of our financial statements for the quarter ended June 30, 2017, we performed an interim impairment test on the Healthcare reporting unit.
Our goodwill impairment test was performed by comparing the fair value of the Healthcare reporting unit to its carrying value and recognizing an impairment charge for the amount by which the carrying value exceeded the fair value. To estimate the fair value of the Healthcare reporting unit, we relied on a combination of the income approach and the market approach, utilizing the guideline company method, with a fifty-fifty weighting. Based on the estimated fair value of the Healthcare reporting unit, we recorded a $208.1 million non-cash pretax goodwill impairment charge in 2017 to reduce the carrying value of goodwill in our Healthcare reporting unit.
Enterprise Solutions and Analytics
Our Enterprise Solutions and Analytics reporting unit was established with the acquisition of Blue Stone International, LLC in 2013. Since that time, we completed five additional business acquisitions within the reporting unit, most recently the acquisitions of the U.S. assets and international assets of ADI Strategies in May 2016 and April 2017, respectively. We record the assets acquired and liabilities assumed in business combinations, including identifiable intangible assets, at their estimated fair values as of the acquisition date, and goodwill is recorded as the excess of the fair value of consideration transferred, including any contingent consideration, over the fair value of the net assets acquired. Therefore, the initial accounting for an acquisition results in its fair value equaling its carrying value. Due to this reporting unit’s relatively low headroom, in the event that the financial performance of the reporting unit did not meet our expectations during 2017, we could be required to take a non-cash impairment charge as a result of any goodwill impairment test. During the first three quarters of 2017,
the performance of Enterprise Solutions and Analytics continued to reasonably meet our expectations. However, both revenues and operating margin during the fourth quarter of 2017 fell short of our expectations resulting in a reduction in workforce within the reporting unit during that quarter. Further, in connection with our annual budget process for 2018, which coincided with our annual goodwill impairment test during the fourth quarter of 2017, we determined that the reporting unit's expected future revenue growth rates and operating margin would be lower than previously anticipated for this reporting unit. As a result, our goodwill impairment test indicated that the fair value of the Enterprise Solutions and Analytics reporting unit no longer exceeded its carrying value.
Our goodwill impairment test was performed by comparing the fair value of the Enterprise Solutions and Analytics reporting unit to its carrying value and recognizing an impairment charge for the amount by which the carrying value exceeded the fair value. To estimate the fair value of the Enterprise Solutions and Analytics reporting unit, we relied on a combination of the income approach and the market approach, utilizing the guideline company method, with a fifty-fifty weighting. Based on the estimated fair value of the Enterprise Solutions and Analytics reporting unit, we recorded a $45.0 million non-cash pretax goodwill impairment charge to reduce the carrying value of this reporting unit's goodwill to zero.
Intangible Assets
Intangible assets as of December 31, 2019 and 2018 consisted of the following: 
 
 
 
As of December 31,
 
 
 
2019
 
2018
 
Useful Life
in Years
 
Gross
Carrying
Amount
 
Accumulated
Amortization
 
Gross
Carrying
Amount
 
Accumulated
Amortization
Customer relationships
3 to 13
 
$
87,577

 
$
61,882

 
$
98,235

 
$
60,462

Trade names
5 to 6
 
28,930

 
25,894

 
28,930

 
23,181

Technology and software
3 to 5
 
5,694

 
4,321

 
5,694

 
2,842

Non-competition agreements
5
 
2,220

 
1,447

 
3,650

 
2,241

Customer contracts
2
 
800

 
52

 
—

 
—

Favorable lease contract
3
 
—

 
—

 
720

 
646

Total
 
 
$
125,221

 
$
93,596

 
$
137,229

 
$
89,372


Identifiable intangible assets with finite lives are amortized over their estimated useful lives. Customer relationships and customer contracts, as well as certain trade names and technology and software, are amortized on an accelerated basis to correspond to the cash flows expected to be derived from the assets. All other intangible assets with finite lives are amortized on a straight-line basis.
Intangible assets amortization expense was $17.8 million, $24.0 million, and $35.0 million for the years ended December 31, 2019, 2018, and 2017, respectively. The table below sets forth the estimated annual amortization expense for each of the five succeeding years for the intangible assets recorded as of December 31, 2019.
Year Ending December 31,
 
Estimated
Amortization Expense
2020
 
$
12,638

2021
 
$
8,379

2022
 
$
6,111

2023
 
$
3,512

2024
 
$
741


Actual future amortization expense could differ from these estimated amounts as a result of future acquisitions, dispositions, and other factors.
XML 119 R14.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Capital Structure
 12 Months Ended
Dec. 31, 2019
Equity [Abstract]  
Capital Structure Capital Structure
Preferred Stock
We are authorized to issue up to 50,000,000 shares of preferred stock. Our certificate of incorporation authorizes our board of directors, without any further stockholder action or approval, to issue these shares in one or more classes or series, to establish from time to time the number of shares to be included in each class or series, and to fix the rights, preferences and privileges of the shares of each wholly unissued class or series and any of its qualifications, limitations or restrictions. As of December 31, 2019 and 2018, no such preferred stock has been approved or issued.
Common Stock
We are authorized to issue up to 500,000,000 shares of common stock, par value $.01 per share. The holders of common stock are entitled to one vote for each share held of record on each matter submitted to a vote of stockholders. Subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock are entitled to such dividends as our board of directors may declare. In the event of any liquidation, dissolution or winding-up of our affairs, after payment of all of our debts and liabilities and subject to the rights and preferences of the holders of any series of preferred stock that may at the time be outstanding, holders of common stock will be entitled to receive the distribution of any of our remaining assets.
XML 120 R18.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Derivative Instruments and Hedging Activity
 12 Months Ended
Dec. 31, 2019
Derivative Instruments and Hedging Activities Disclosure [Abstract]  
Derivative Instruments and Hedging Activity Derivative Instruments and Hedging Activity
On June 22, 2017, we entered into a forward interest rate swap agreement effective August 31, 2017 and ending August 31, 2022, with a notional amount of $50.0 million. We entered into this derivative instrument to hedge against the interest rate risks of our variable-rate borrowings. Under the terms of the interest rate swap agreement, we receive from the counterparty interest on the notional amount based on one month LIBOR and we pay to the counterparty a fixed rate of 1.900%.
We recognize all derivative instruments as either assets or liabilities at fair value on the balance sheet. We have designated this derivative instrument as a cash flow hedge. Therefore, changes in the fair value of the derivative instrument are recorded to other comprehensive income (“OCI”) to the extent effective and reclassified into interest expense upon settlement. As of December 31, 2019, it was anticipated that $0.1 million of the losses, net of tax, currently recorded in accumulated other comprehensive income will be reclassified into earnings within the next 12 months.
The table below sets forth additional information relating to our interest rate swap designated as a cash flow hedging instrument as of December 31, 2019 and 2018. 
 
Fair Value (Derivative Asset and Liability)
As of December 31,
Balance Sheet Location
2019
 
2018
Prepaid expenses and other current assets
$
—

 
$
302

Other non-current assets
$
—

 
$
451

Accrued expenses
$
159

 
$
—

Deferred compensation and other liabilities
$
387

 
$
—


All of our derivative instruments are transacted under the International Swaps and Derivatives Association (ISDA) master agreements. These agreements permit the net settlement of amounts owed in the event of default and certain other termination events. Although netting is permitted, it is our policy to record all derivative assets and liabilities on a gross basis on our consolidated balance sheet.
We do not use derivative instruments for trading or other speculative purposes. Refer to Note 14 “Other Comprehensive Income (Loss)” for additional information on our derivative instrument.
XML 121 R89.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Equity Incentive Plans - Schedule of Restricted Stock Activity (Detail) - Restricted Stock Awards [Member] - $ / shares
shares in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Total      
Nonvested stock, number of shares, beginning balance 758    
Granted, number of shares 353    
Vested, number of shares (294)    
Forfeited, number of shares (31)    
Nonvested stock, number of shares, ending balance 786 758  
Weighted Average Grant Date Fair Value (in dollars)      
Nonvested stock, weighted average grant date fair value, beginning balance (in USD per share) $ 43.08    
Weighted average grant date fair value (in USD per share) 48.57 $ 38.45 $ 42.11
Vested, weighted average grant date fair value (in USD per share) 46.25    
Forfeited, weighted average grant date fair value (in USD per share) 45.24    
Nonvested stock, weighted average grant date fair value, ending balance (in USD per share) $ 44.27 $ 43.08  
Two Thousand And Twelve Plan [Member]      
Total      
Nonvested stock, number of shares, beginning balance 747    
Granted, number of shares 341    
Vested, number of shares (284)    
Forfeited, number of shares (30)    
Nonvested stock, number of shares, ending balance 774 747  
Stock Ownership Participation Program [Member]      
Total      
Nonvested stock, number of shares, beginning balance 11    
Granted, number of shares 12    
Vested, number of shares (10)    
Forfeited, number of shares (1)    
Nonvested stock, number of shares, ending balance 12 11  
XML 122 R79.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Derivative Instruments and Hedging Activity - Fair Value Interest Rate Swaps Designated as Cash Flow Hedging Instruments (Detail) - USD ($)
$ in Thousands
Dec. 31, 2019
Dec. 31, 2018
Prepaid Expenses and Other Current Assets [Member]    
Fair Value interest rate swaps designated as cash flow hedging instruments    
Fair value (derivative asset and liability) $ 0 $ 302
Other Noncurrent Assets [Member]    
Fair Value interest rate swaps designated as cash flow hedging instruments    
Fair value (derivative asset and liability) 0 451
Accrued Liabilities [Member]    
Fair Value interest rate swaps designated as cash flow hedging instruments    
Fair value (derivative asset and liability) 159 0
Other Noncurrent Liabilities [Member]    
Fair Value interest rate swaps designated as cash flow hedging instruments    
Fair value (derivative asset and liability) $ 387 $ 0
XML 123 R75.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Earnings Per Share - Additional Information (Detail) - USD ($)
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Accelerated Share Repurchases [Line Items]      
Stock Repurchased and Retired During Period, Value $ 14,219,000    
Share Repurchases Initiated but not yet Settled 1,234,000 $ 0 $ 0
Share Repurchase Program [Member]      
Accelerated Share Repurchases [Line Items]      
Share repurchase authorized amount $ 125,000,000    
Shares repurchased 210,437    
Stock Repurchased and Retired During Period, Value $ 14,200,000    
Share Repurchases Initiated but not yet Settled 1,200,000    
Stock Repurchase Program, Remaining Authorized Repurchase Amount $ 20,900,000    
XML 124 R102.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Segment Information Segment Information - Disaggregation of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Dec. 31, 2019
Sep. 30, 2019
Jun. 30, 2019
Mar. 31, 2019
Dec. 31, 2018
Sep. 30, 2018
Jun. 30, 2018
Mar. 31, 2018
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax $ 232,269 $ 219,289 $ 220,754 $ 204,445 $ 205,454 $ 198,448 $ 197,544 $ 193,679 $ 876,757 $ 795,125 $ 732,570
Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 399,221 364,763  
Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 252,508 236,185  
Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 225,028 194,177  
Fixed-price Contract [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 401,940 376,968  
Fixed-price Contract [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 249,479 239,263  
Fixed-price Contract [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 100,635 98,119  
Fixed-price Contract [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 51,826 39,586  
Time-and-materials Contract [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 349,707 327,784  
Time-and-materials Contract [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 55,204 58,377  
Time-and-materials Contract [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 139,610 128,583  
Time-and-materials Contract [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 154,893 140,824  
Performance-based [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 77,907 48,089  
Performance-based [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 71,051 42,684  
Performance-based [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 6,856 5,405  
Performance-based [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 0 0  
Software Service, Support and Maintenance Arrangement [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 47,203 42,284  
Software Service, Support and Maintenance Arrangement [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 23,487 24,439  
Software Service, Support and Maintenance Arrangement [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 5,407 4,078  
Software Service, Support and Maintenance Arrangement [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 18,309 13,767  
Full-time Billable Consultants [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 720,109 643,247  
Full-time Billable Consultants [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 280,915 247,416  
Full-time Billable Consultants [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 243,350 225,335  
Full-time Billable Consultants [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 195,844 170,496  
Full-time Equivalents [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 156,648 151,878  
Full-time Equivalents [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 118,306 117,347  
Full-time Equivalents [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 9,158 10,850  
Full-time Equivalents [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 29,184 23,681  
Transferred over Time [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 867,065 783,537  
Transferred over Time [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 390,884 356,826  
Transferred over Time [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 252,508 236,185  
Transferred over Time [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 223,673 190,526  
Transferred at Point in Time [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 9,692 11,588  
Transferred at Point in Time [Member] | Health Care [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 8,337 7,937  
Transferred at Point in Time [Member] | Business Advisory [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 0 0  
Transferred at Point in Time [Member] | Education [Member]                      
Disaggregation of Revenue [Line Items]                      
Revenue from Contract with Customer, Including Assessed Tax                 $ 1,355 $ 3,651  
XML 125 R85.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss, Net of Tax (Detail) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
Dec. 31, 2017
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract]      
Foreign currency translation adjustments, beginning balance $ (665) $ 1,149 $ (453)
Foreign currency translation adjustment, net of tax 99 (1,814) 1,602
Other Comprehensive Income (Loss), Securities, Available-for-Sale, Unrealized Holding Gain (Loss) Arising During Period, after Tax     4,231
Foreign currency translation adjustments, ending balance (566) (665) 1,149
Unrealized loss on investment, beginning balance 16,584 8,812 4,088
Unrealized loss on investments (702) 7,772 4,724
Unrealized loss on investment, ending balance 15,882 16,584 8,812
Unrealized gain (loss) on cash flow hedges, beginning balance 576 409 (20)
Change in fair value (819) 197 366
Reclassification adjustment into earnings (137) (30) 69
Unrealized gain (loss) on cash flow hedges, ending balance $ (380) $ 576 409
Retained Earnings [Member]      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification     (500)
Convertible Debt Securities [Member] | Retained Earnings [Member]      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification     493
Interest Rate Swap [Member] | Retained Earnings [Member]      
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]      
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification     $ (6)
XML 126 R81.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($)
 3 Months Ended 12 Months Ended
Jun. 30, 2017
Mar. 31, 2020
Dec. 31, 2019
Dec. 31, 2018
Sep. 30, 2014
Jul. 31, 2014
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Document Period End Date     Dec. 31, 2019      
Long-term Investments     $ 54,541,000 $ 50,429,000    
Aggregate principal amount         $ 250,000,000  
Debt Instrument, Interest Rate, Stated Percentage         1.25%  
Convertible Debt [Member]            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Aggregate principal amount       250,000,000 $ 250,000,000  
Debt Instrument, Convertible, Carrying Amount of Equity Component     $ 39,287,000 $ 39,287,000    
Debt Instrument, Interest Rate, Stated Percentage         1.25%  
Promissory Note due 2024 [Member]            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Debt Instrument, Maturity Date Mar. 01, 2024          
Convertible Debt Securities [Member] | Shorelight Holdings Llc [Member]            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Long-term Investments   $ 13,000,000.0       $ 27,900,000
Debt Instrument, Maturity Date   Jan. 17, 2024 Jul. 01, 2021      
Debt Instrument, Interest Rate, Stated Percentage   1.69%        
Preferred Stock [Member] | Medically Home Group Inc. [Member]            
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]            
Long-term Investments     $ 5,000,000.0      
XML 127 R71.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Revenues Revenue - Additional Information (Details) - USD ($)
$ in Thousands
 12 Months Ended
Dec. 31, 2019
Dec. 31, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Contract with Customer, Performance Obligation Satisfied in Previous Period   $ 10,800
Revenue, Remaining Performance Obligation, Amount $ 90,100  
Change in Contract with Customer, Asset and Liability [Abstract]    
Contract with Customer, Asset, after Allowance for Credit Loss 12,600 9,100
Contract Asset, Period Increase (Decrease) 3,500  
Deferred revenues 28,443 28,130
Deferred Revenue, Period Increase (Decrease) 300  
Deferred Revenue, Revenue Recognized 22,800 23,500
Change in Estimated Variable Consideration [Member]    
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Contract with Customer, Performance Obligation Satisfied in Previous Period 1,000 7,200
Release of Allowance [Member]    
New Accounting Pronouncements or Change in Accounting Principle [Line Items]    
Contract with Customer, Performance Obligation Satisfied in Previous Period $ 2,800 $ 3,600
XML 128 R52.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Acquisitions - Schedule of Components of Identifiable Intangible Assets Acquired and their Estimated Useful Lives (Details) - USD ($)
$ in Thousands
 12 Months Ended
Mar. 01, 2017
Dec. 31, 2019
Customer contracts [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life in years   2 years
Non-competition Agreements [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life in years   5 years
Off-Market Favorable Lease [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Useful life in years   3 years
Innosight Holdings, LLC [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 18,015  
Innosight Holdings, LLC [Member] | Customer relationships [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 9,500  
Useful life in years 6 years  
Innosight Holdings, LLC [Member] | Trade names [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 6,000  
Useful life in years 6 years  
Innosight Holdings, LLC [Member] | Customer contracts [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 1,000  
Useful life in years 1 year  
Innosight Holdings, LLC [Member] | Non-competition Agreements [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 1,300  
Useful life in years 5 years  
Innosight Holdings, LLC [Member] | Off-Market Favorable Lease [Member]    
Acquired Finite-Lived Intangible Assets [Line Items]    
Intangible assets $ 215  
Useful life in years 1 year  
XML 129 R56.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Goodwill and Intangible Assets - Amortization (Details)
$ in Thousands
Dec. 31, 2019
USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]  
Finite-Lived Intangible Assets, Amortization Expense, Year Two $ 12,638
Finite-Lived Intangible Assets, Amortization Expense, Year Three 8,379
Finite-Lived Intangible Assets, Amortization Expense, Year Five 6,111
Finite-Lived Intangible Assets, Amortization Expense, after Year Five 3,512
Finite-Lived Intangible Assets, Amortization Expense, after Year Five $ 741

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

E^S?78]FU *RMO,P#>QD#A>*]MO^%O;2\5QS+SY/EOLR*=+JL;'&%S M?0S,32GDA?L15J=RLRTO?00A3+.U<.97ZBXOEMD_JC^_W.9_S!^5BZA;'_*G M]/7^!%I3L1)9 27#DFJC:GXB!V*VKA&N4UUK3F.676_'^H'PB^N_Y/E52?Z7 MM/B>3=/%EWRV]R#_U48)+M=YX;T.*X8K,X:XVHP-7U@?%1\W9N-^?#!Z?N[? MELR&1^8>]IT$VCW]E==6F('*:,"4 \P15=>0EL8R%&.KCMI9]8;QW)XX6S%( M-A0WL42X0E(4%SDEH&3JQI48@#'X.ZXZ,)^K%\QHVZ-L34%^2.L9D.MDE0L Z5 ME4)[Y)A&5&JF:AH]AX,M@&_3SFF;W[V%M*2ST.?-7])Y&/>LG&U7=]D\*\>\ M#%QY?6,]KH.$E=FRI136K+> M_I=)-O^8+QXR2W[,EMG->G>OHO_*5;H^HMZ27K9Z];PAHLM$L# SL'(>"^XA M0(K597 5UD+$A*TWWP:'R@C4'K)ZED-?B]5I;I!]UK$"1CO)RN!6JKE25!%: MTTE@U-(U]L2-[:]C[3&Z+T"5SI0_LMGLP]W])"O*^5!.F#U8VMT@"=8P)ERZ MP"S'+75.BRUUELF896M$8<7=(:<5M@YF^!UC\"5>6L$LEMIR@0"A4")=TT1E MU(IS_.WE?D];V\=-+'M[A\S:KCVPR.QX.C%8>DZVN9[WU.4218O,[FV'+(W05SFS;[/#2(P6QX!@0CVE9;;*F$4/<[Q'-(Q7LK4&I+0[W>^^K M5 ?K2/!LO@ICW^B+^7RAT^N\2!_=2W(_ HN";+/YI/CY(>@7BT_5#:%E$,"L M(GN]4._=.#M[:V+#%B -1)PBIXEGUL*MY+PE,8OBV&W0OM2]\8BO]^N1F]FL MTWEZO;>NSBLMDF#\6P:%Y59BAPSD &Q"ZA7%@,>X2-[0=>P>X!G+^O&LP%$+ M:>(,%@1;C)#QW$L(D*F=1A0:&W,__>Z'AXIA6&P9[/%=#WV].IAZ%6= MYS"9U')99-]6RS*2ZFO^.;TO#T#F-RXTV)MKJ;5W)- Q(+$%6&NC,#<(^MIC M3KV-NBXQPFK?PX"W/_GT9B>ERT:.Z2?/)1AYH+70T!%$I-)(R.U\Q=;$5$,9 M?17OWKR&$1SO"SUU(H/+=%N%-)LV\$3O;9K)=C?P.NK* M_ B=@GT!JDVFCT?]"]14A%0D1>F"3WI*E,'<*N\#@RDQI2]K&[5 %8?G7(F[ M): 3=H:X.S0Z'& M9K/5,KTZ00]\UC+AF!H+$362,$:DY)K56B^3AD?59QKAPC64)AC']E'I@AM2 M6M$&'_>52&PL9A0SXZ WY<03VZEG*'Y/^N#)<#E%(XP0PAO2"1O"MN4W)4Q9 M59[1 P2$M]99X.O@R_ 5/;,0B:YP/*Q4!M[EC]_=$\&U8UXIQQ4"VC HMM?A MN.#HG+-.=07!=EC=%Y3^EF8WMR79W\-,N$D_K>Z^I<7%=37RQ<5JN5A.YE5V MO<,:Y+%=)0P$)0ECA31"P?*RGDI<N.Y3 V9!XRC(_J)Q'& M6F@E1]XPBZ0QKB[KISA5415[QJY;=H>;$P%ZBD0&1N=CY>$Q*$B < M,TJ'-8&6F;,<5-NX(RZL.LU8_:KPK;+F#9[YOU:QH#)U M\R(L8G-35EB<3W]^+2;S1>#'^E)X]==L+>ZK_UPMEB6.:]8=NN;1^@L3P MGFI*D,&2 JIPS5VA!>KU3"RL^-_R/M>1+D$\"GF-83:H[Y-L5@:#!:J_3&;I MEW2Z*M;5M]K"_S&O2+!DBA/-# S*21 M(;0^41?4H!C3=ZR9%H?&>X?R&0/" M;5IDWZM45XO_LYK,LNN?54V$?TNO;M)%)+0;]9T8S&REV!@L)*4.*5)?:11( MN9A8L;'K@D-AN@O!C ',6W=\&;8;D/ DFO>R$LF)4&[0AC[]Z?SX:=;]B&8&1?9IQG2#LO%;*DF L6@:1=+ ^*! EP1'P M._Y>X/FLH^VQ_ %: Q>OJPJ_WN:S(-N%^Z_5H^LM0]:J>SFJXRK4O=X^@67% M4VDY<4"6&#Y5&:XY_2/]1TFJ^J>O*784$(OT[7^/Q7W![6MXV\6U MNLKO2[']-2U/-?:@:M?CB;?6!\V+4^X1\=H:@>F6?X&AYP6>CJ2>M\[HWE:L M+?U?RL.O27&U^/V^5$S"\PS(@YAJU#ZA'$H)D:& 9WDVQ? M9OV=SX=Y8I6TEE+&"*0D,$W4NBA69#@]O4_LQ G]>5QW"VSNT2E]E\\KK\K! M?>W%LPFWPCI/(=&!-@B 1G4Q;4Z\C[OJ-W+H1 KYIUJGL^4$8Q43SS#VG:I=R,0SMS_?Y556BFHRNYQD M5Q_F9G*?+2>SPWKTOG8)HI IP!S2MER-8;!9?4TKD="<<6!,NT!JD\U]0>IS MN@PDIU?U%:J#6-K=("D+4Q+C@MV)$$&>"Z]$39US)B;_VM@C4=H%42O\[=' M7]VMJBI;KX4:-#'RF_61*.T1<]I[Q:TRVG/%Y78G5[S?()&WC+&N6-Z[Z?\Q MS)0J87 3>W_[<&*)Y5+B8(XX@RB1BN':'B'0PGZOX+YM(_]4IO:8-J-4[U*; MKG]^F+\\^/Z),3ID=']KU&N!0CO7J.FTEKU6JGX/@T+4QD& M52S[6ZDZ@\&+I2R2][TAJKH#^6&Q6.W-._'XL<0K2PRRG",&I?:.F#IR+^SD M%L6H+ M5^VQ?X XNZ_Y*YZ1:K9\"VRK;O$&XBKQ?TX#VQ;9,OV2%M^S:;I>,#ZGT_QF M7O7R[Y/9:E^\9]>O3JQCPB$EA>0&FO(/6+N4M?;RG(LG]P7XD(S=3=(U.CN71J_6R5I-L:NB#*VL9DDU-3ZG8>C9M+KX$)Y2):>JS29P M[3K-EJMB;^7GV*X3*14&$@<="1'F.+?8XYICWHG!(A$[Q&^7N-IE[O0GGH$! MO=;'NT%T\[X3[B0#$! 79.8HI<:A[6:#!.DG@=!3,^SK>T%V9V(:PUI=?7=1 MA0(NW(^TF&:+_:>69LU9I"K716^LB[)?]IC/OS(TY/$Q;$\$H M5MR6<+FGLX11KZFQ0KMRWS-OTY^E+PI/2*!H#(O MTZ:^RE,G6C/OZK&])I0Y9XQ@1&GB/=4: +C=(JB.";QH#M%![* !_:<=2ZG? MX\_2 1Q&'@_C4[I+-#32*.(D)\8I1QCGM>_#>$9B7%/-"W0_Q>_Y0;<'R8SI M$*R*P(L\S:KZ2 !%CCM"L?9< (.#ZE/? C24DA@%X/AJWIU''(WI).H4_O>% MP=_Q -I]F][/475\'5>KAING_"0K7,KO.IH<6UD[>ETCL M+:2">\BY63N?] XIZ2M3ZD(_[PWRQ+%;KU'#SJS(A=YF9>QJ^&C)+ M:[/Q9>FB+)(YRQ>K(FV0NS6BU\1J(TQ G[=&8<0IAVBM! %F#%:-F!0HXZ$>A;4\FXC$I,?\ZK3V-P[%E](N30 MERK],-R_3I9E99V?S8'VI$7BD"/&*DPM-(@#KS"3-7W(LIB6!LNEA^#@O?ES\F]S[[D5X]_O#5RW"'&B84T,I5X:CU@@FAA(8U!<[C MF#5F[!?@>D=/V]+H?T][Q*B_3+)Y61KK&POTGTXM5),.\8X1PXJY"VP JO\8;C M'",0=R]- H^M=<1BQT!97 X2Q6M. M4^W..3%^+P#-1RK)OO2/7;0=J +R6I-$4@J1XUH'>P5H*&3X?TVAY+37O'L] M8W4,N,D[$=.00#Q83.3U1@D46BG/F9(82HY]&:VXH1)B#.$9@S%>\@V@=!*; M^P+399'>3[(K]Z.\Y9*6F\8Z6?.J*/FG%HMT>3A=>_-.$EJF*$0">L:AXO8^&0]\3KOA!7#?=3,%6.@MB>5HE3P=8BB*C .$$QA]S4 MYZ80&!=3FVWLYXH= *P]3O=V 6XZ+59!/MGD6S:K]-PF]0!V-DF@A](K"J 7 M%E#AC(7;.:,L&2QK^YN!3TN<'6@U.@9#AYHFR@H-%9%(.JPUL<@)55-,N!PL M>.:JB MKEN,',\M@>=%28M^1#%:N+8)T\0Q BSQ84]1U'&#*?6^YHE&(D81'#L\>P!2 M+'2/%,]8C]NJ/6CQ=*SO^KA,"8"-D=!092C7B#A2QX5)RYI5>>CH1N'T-KU: MS=*+ZT>K]R,"M[6)%A?7/IL'U22;S"[3HKI<$?24P("'C_-U3J]:;:E@T.22 M47^#2#Q@G#'H):-&.>2,$V@C"65D5.77L:]_O0#X^6W(L4IV@*5S,2VR^W6T MJ%XM@EZT&&Z)?)28))]ETR#T!BO@ZXT2RF30Z3SEF#O(%0];Y=H+@I"0F#>* M].F&TD_E)8& OXO[=!VKN\]4??EP0IS7P9BB0775CD)OP.8@.5!&E#WG,\TV MY/T\:4XL@_N?M_FT6JK"2N0"+Y8_'UTL/&7ZOA+KO^^QQ,O"5>(6F 50)@R&XBK MB6$6Q61X&M%Q6;>@:8FY'2-%S>>KR:P12AX_FD@!A>>":( U=4@*C7E-!%4L M)K1]1(=@_2 D@K&=;DF?TYNL)&^^_#2YV[\'/7TTX<8 )(VR$-' "4H]W$*< M$F+/\!9='SM0%)<[@DI8WLKLRE]^WGW+9Z]@Y,DS"0\#!5!8BRUSP"/A(*V' MK:V*R1<0=:7LS8(CAKV=+B F+<]J9Q^"5?CC?Z>[DO^]^FRB*6*&.48-\<;1 M0 NIUT&B*8FYQAUU=^K-HJ0--G>$EDV4H\\6T\GL/]))X>97=O3(A M$(L ?@M#&BQB7R1&YM\\)&A'L[1@3VTRL>_:;G<\F GB#,$'.P_)XS0<% MW&]W3BY[RH)]CBB)X7/G6\VGU2OQP[L>2XRDP(2!.RDL)$PRQ&NO()6 1UW" M>F?NUY.YVO$*\J <^?#)KM/5/4\GE#I&(#2!>%>&$C#B:_V; JEC/"5'9*<^ MQU4DCM.]@&:]T#6'S:/G$T01P;W+P"ER?/)(HCIYCAVF$2['JA%2'UL*E"44?&[],-&\/?;CUM M#Z5,UPGX+U;+Q7(R+_V"^]UN>QHF0>VB3!LH2##AI!!2^2V!2D25+(3OTU7; M.M,[1=7?TMGL?\_S/^9?TLDBGZ=755F'_L\.W7;XW2F,_CV?K8+4BK5OZ#559^>SB4;A?Y)K@8WE CI&?>U MHD2QJ/0_[].GVP:?N]W+UD[G]7EX>:X5)/>J@KRO2>*!<K;[-LZF?YY+6HEA?/)9AX:@'&0DIO ;+(^MK1 MQ+C%,=5:T/MT^\;RN%.(?)W\^'"5/JH]VL"S]TJ;Q'GI 0=8^X!S(RT"5M5D M*2AB=BGT;J)SVV1Q1\BI XC=CVE5X79/7-2N1Q, "1%"," ]Y<@HRK86(\/$ MQBC!Z-VX@UO@;*<+RY>[R6SV_(;3SN7DR9,),H8 01$E%"IM-#&Z=E"R0%$4 M.-Y-U&T\8SO%AKM+B_*RX5^*_(_EK->8X&0 MKB\N, =8S.$C>C?QM^TQN%/,J*NK(*G%YL?'@.E=2$,28\@5HHIJ36 MG"I1DR(XC[*"1E3QH4>DG,S$&48\3$WA-&(RASTB)@X#OC*&_M6P)%!$<[@L''O(RFN,WG^T/GGC^6$!\T*L(- M H0[#[E5J@ZZ*!-"QEP P5'NV+<$ATBN=GSC/7!U4F;=2>UD.=D<*NS=3'8W M23"6R#$%RPP:SO&P^/&:,Q9P':.SXG?F?FV%P]VZUV[3V:R)Y^3Q@PD&PB"% M(3>&&@>,E+8^F[(\_!D#D7?C>8WFZP,P>LI>XR;%/'RZN$R+*M+FZ7!Z3#CU M?" -TDV]UB1Q8?VFU;\*<",-A'6E9^G#HCY@^?KG0VZ2_.[5-@DK+S%;:!T2 MBD+LF'6XIA,#&N.T&NL%B_9DGW?#Y<%G<+!WJF0:Y1W6[:HV<'VZ-BE4-^7-ZORJFMY-%NCA4'^Y0 MTT0SKSV6WEJ-F#>"; O]"N6Y..>TE/%(>%FJH4UF-U/F6LC$^G2LET5^4TSN M#I1B>[U1PDA9GX![))!V%)&@G)":2A,,GS.&5'L(>)[.M"UV#PNJ@V75]C5+ MI.!>:F A]1YHZ84CMJ:4!'/HC('5AOP;0>HD5C< U>[LD[O'\&JEF(-M$L8M M\I 1ICW4VGCH-=TNW8&*H2#2)RJ.%6'>#7/[6FGVK+D?&Q2):=(\<8Y@QZFR M4GE/H,(>;E1U449OGW.MF,ZVM X8W]OF5EX@>KD:KY:W01K_2*_479F?P MR)$])%Q@!31!EE@@C71&L"W]WMBH7 =O%W@GX./YYM<)_P?"WY6:7WU.EUD0 MI%T59=;LZ@KM^H9;<UM6P>+#/%MF M)?7?5LMYOOR9+K^DR^4LO6IH(KS>0:(0A=H#)81TE!GL :PI,DSRF/+)(XKF M[11(G7)\6(WNDTX3686:&D0C&G MIB.*&AY0U>M "H.?T'Q.PZ/3;)9--L5^)HML&M9SF\U6@;7/'Q_9V,0TM793+#=\()JEF^R& V5=@[OT8[Y8^# EROJJV7P5 M*&I4,>APXP080A$0TAHB@)4.<50?,#)$2=0M[)&K[&UCXT5]Q9:9W]<^]W3@ M9;VU]=C3JX>A?TJ7%]=?)S_4$<2% -'<9E. MVP,/G:=B$TT+)'=*Q)2T';O-V2N ^Y-17S@/8W\@<0]6GSR7H, RX[RQ0;U M&DA,-DES RV>H:C(U_>-MQ@^]X69OZ79S6W0D]3W, -N-G&[%] M3!W53Z(5PAHA0T&8.QHC+&OWN>0X+AOVT19H&/"W_(Q0UZ4D!D7E1J-_08BZ M^L_58GFW.YH[LL<$:DH,5D1#C11QGBCG:_YH3P>S2<\4IZU+9.!U]#5ZCE]) M7^LI =E4=X-/P"W,?KBT3=HW\E:VI(L^L+F MM$NL UP!3%&98\EA!GU=I%IRJDP,[L::8;$GU+7)]V%L[%W.@4!-1])0PK"1EV#L"H"K+"#FVM<68B*N,\,9P>")0CO;SQ B@+T#N-.\;> !J M!T!3N+;ZGL01* 4V@%.B,.5.(L8VO!3 \L$"#MX2?H>4R*!;^K%;>8*4@1IP MB)EV81)KRVVMK@BB2H0I19R3,LWQAI]!%S=1V3O? M*:B'%=' N_[QNWU2IN3 V DIE?2R_-754SJH..P]G1NV!<%V6#UX2-:7U=W= MI/AY<:W"7*EHR+ZGFSS*6;IP/Z:SU55ZM=X[[NY7RTWHUC-OZZ.Z->Z_5MGW MR2P,=3&R *Z8R_?022@XDE@0+"G62-?!?1) @1O-H(XB0Z>WZ=5JEJY%>-5< MA"\2/QRXJM_NBQ)#L5(8A*F"@+'2,*NW')7 QJ1F>FNZWO$H>QY".J1H>KM' M&4>:_KF[@P-Y!#I\:\*M%\)+[*2"8;O0 *':V0"4\#$^G;%/@:$0^_R.YVBD M.^PL*BLE',Q]<*AI@@S!1!L+J HFHP-EP:B:8H=)S#'CV/$\"B U O?)\NH+ MH9_3L!MFT__'WIMNN8TC^X/O,@]P+_;EG/F"M=MS7&6/R]5]_I]P5)ET6M-I MR5=2NNS[] -(HG*Q%I+@)CI[J;(S"1*(^"$0B#5=SI(^>;+8PMGG0Y0"UEBL MXDD:]7M)K $ET5(M]JSV<%>)Q29\7[9/Z=XNSU^^WB]_%,5VIN^^)A9>1-+) M,<$@;WV\QUGF%<."8LS+6UU4V C*0-,(?7V= :@M O<%(K-0*FJ\Y-02:#C4J%POQR"GI/78+3*=H:M=FO<6C3A;K6:+ MS45$/7LN<"4!TEI3#0A3TG(L#FN!W.9X2L;:X[US_.10^$HNP6^K%!QJZ1,! M&,VYA8X"4%E6=99?M'CM%I7&^;LO)*-L,NB[J[G;![?V" :2FE MPLA:' 6*=*9D7N2FSNF" ,\1U99 MB+BDBE.@RD/8&%BMR7O7;I?CX6F'J@9;;E0I=][PC0$3ZQ2Q/)X1F%J?VIV6 M:6'&<_]+%D.OC)N3CI0N>=!;T9C6M)!:\&WK8\%Y!22ERG/J"(0"I7Y%>ZI* MI0>SNEPWL@=B3__'XM[8I(M%\6F>>I[8/OO^]_>SQ7!G96K.5FSG MF?(E]S-=5S@QSP\,UC"EC9*<"BJ<\;AS\RGM4QN:YTS:M]D BBB1:5-TU$H<)SH(G%GL:O[LN?.GH^KWV:;N"D6=\]^ M7ZQNSA<=:/[2 !BG"&./.0-2>\89XB6E#'4Y.117+EXJ8^AE?&]?S.@M>OW\ M@E*P\JK82I;5CZ,PB>P#WW'HNM4$0L .#H,@IF3%V#7L8Z+;+ MD![A^].!^'8^^VM^'WFT[P09S\W?XRE[LE=GXW<%'?*T=]E*7]OC]I9OY]M>5M%8\M[<8#<8*$]!%)88T6*L]A7-@8F MF'ZZL"KWQ,PW!^*9,KV^HY.)G?"%PP8Q7UG&)-,:0 EW2D6HUY5YU?2'PI 6^7]XUO"2L M5YLGV(]_>XG[^*/P1V3^=L9_1'DVBZP[D4US\MF A)"( R$]X/&NXPBP=K^6 ME(,^6!I8UW%!O6%@V2X'.D73?EI_+M9?BYOYIWEQ>S(IY>SSP=/4Y(TB#+7S M7B-I2$D=9MEPR87MHJH%GB[;IV8?"/'+57$S6Y^.FCW]<&!&8J.,(#+>F(U2 M$&)5K@8QDQ.6.#9LY'/T"#ZRR-F7Q2KIU2DD^$)VY]/'@A$<>$&454 (AC'6 M[D 4)[*JLX[=&#KY.WCW\N/GY"'1(CF[O-E\G&^2^O5F<3O_ M-K]]F-V?L:0>M ML3.5?XQR\N/2;7MEG36VU'Q+@,1Z(ZW61#BMXP:-]"S7;XV;8G&;%L!P#E:M M$KQ+P+GOQ"(,0BMP4BI%#BH2>IVL%^CE!Y,45OK"@65:Q[5HWEO M116V(OWRR?KLN> H@QHP!R(#M#+&.>+*M3CB3@=)_'3,\$8YA@P"L;[LA#: M,\#*B%9%@)^B#:PQ^Y;M$'$T5\-3PO!MA6JF^2\/B&K@K==6*8V0: MYM#FV#;&WCU]>-M&[_P;/>I_?TA[^=VGQZS!G5*H'C:?(Q[^]VR'N Z_&J1@ M&C.*;20QD\E"*DIU5#.7U:)X1('U0P"SK3W1.A.O9K/LU_EM-K]/XL@O5_]( MM;Z[W"DG/AD@BR36CG&"(@ @MDB4A[#VT@[6-WX,M^H1[YEVV-D\Z+CI_%^8 MKK:3+F[56NTK)LWNXNG^_F%U\SF-W*WR9.1RGY,(@"K&K8#8NZ@]2&ZU- =6 M2Y*S4488ZSK WA@]3QOOE@_%9K[:SM[=S^]21Y#WJ^6W^3HY7W;PX2!^)K%7\2TEB T!6-.2Z.@8])P=## &H]-CNP=O2%P.&@/PKQ1 M0?_WU-ANG93K1-'UQ^5F=O_T]ZEBT>_+S?\I-A^*F^7=XH(-L+-O!DV=CCH6 M@EAYPKTD\I!"8+S%.0%2XG6#9&V0'OAY]7LF7ESGRUN_7.U_E)Z#0VRDHQ,) M3!E!.?> X0@0KQ(+2FY$;3/GQBE?=U?ONZL-)H_>_K[]Q[\B:>:+N]V"SVVH M-C\3J+=(,4ZI!5N'(T&L#%(U$0%9%0[!ZWYIW=">S\/1[X:R^.MZLWK8^LS? M;3X7JX^?9XM=8LCZ7ULA\F:Q6_]6C/C9?/6OV?W#V;*@@TPH0,&%HU 3J;CP MGA""#[(*&)!5S6:L03G7O,/ZY/;U[\6M0V-=$N/?Q?SN-K8[?AXTUS<_KDH M9JO%]B;Y/#_DE+.QTN#@A*402B*-)0XPH(4KTYJL%C;'S@"S7-N306=GS+A^ M<>V7JT_%_(D6.HC _FD6P6(I 0=6^4A_BA!!GI=\H%C;G$V1Y7B?S*88/U=' MO[N.JH3_6"W7G61(G/Y: (I0AX!!U FB($T9X@>Z0I#5D[YV%,#K/:-/9O8? MX>J^?YVO=C5>M[-^MS@9;=7F-X+5$G*&),,LWJ0$<=*4QDDKF-NO-;'$[7]QU=^4]]:W@, -,,$ M^V6!)SMTRC04 DEH-/*('60-UB(G"R[+.S\]D'?-G$?(#MA#]3%3_8D-;4O- M[1+537PRE4U^[:IZY,4! "6AM03Q>,W#Q-O(^!W#K;.T6HF#CN345755509 MSPS1GD9*:B^5XB4=H>$Y+<3&'A#1%P([ZZI:CW==5L=IH:NJM-0(31%!,)X: M"#NZ#W:W'C"79:T>X>':/P8N=U6MQ8%.T=1:5U5J?%R%(]YQRPAA0JG#FN*U M,2?_942H:H&GE;JJUJ-F'PC)Z:I*F!.4",>45TSIN"1;[APOZ:_15;4R1R]W M5:U'SG'7!C=,&ZH1X51!;(%,/H1R+33*VYRKWLB5HN%.IC98,1H+WQ74!H>, M82(YX,Q#!;247.QKNSI@@""T#E6E%^G MDV53A:%W_HT>]=5#@3\L[^^C(I\MG_F0BP5$#XIV!2!N/9 RB/'N40=:2 M7C63YZ%8HW6U5 9P_]'FS3D[H7TVHE0.95-A8V>-]T@01#&@>S'KH-2VUZ+T M7W>.O0!AF@]THKJ363Q@OK452%2@YH M!;-B"\:N/_[JNS$+"M>_&9]G< ^R&9]/(0AAC+1.6P(<\T!Y+6W) :A,3DVH MZI3[?F:^;)K0G+Q8R&8VMM<8/-::.8$!8 HCK9&!9>@80D#E.()''[3T*A &!=/U"X2],?(A MXG^ X@K@P\0%+JG*2G5T/^%.1 9U@:63F.%VV"7PMQG"V#X+'Q%FZ[ M_R *C1!.(LZ5XX@AP&REQ/W70AQ%P,)XI[F)D@M(YJPW6)1T1(8/5@!A_(4X M*B.PLT(<]7C76]+>/E/L0NKST\<"54)P9QP2F AJE-'L0$LKZ422X@=$P,LT MO.;$[QM&%[.47V0F*LX9MQ!RZBSPTFH+<;F:I,M,"TK-&'D"#8THV+B,\<>_ MEQ\_+Q_6LT4J[/_Q[^)^IQ*=S/&M,"HXI9!0GAK*)0!$&A,O@[NYX[@U>O5 M]L?]NHQ;=D70YC6MM^7U_EY$DGV>?WT_6VWF-_.ONS+$J^7=:O;E/"RJC@^0 M:V(XUT(+(8DUAI)RCV#@1:]Q)=E(JENN.5-0ESP@7&>5I!]]/,/@JD+O_!L]ZJ^\" MVT@!),.'. M:"Z@\]B4W(" #E88>F3>OP;P';8$2SV^3FB7C2AG3C*#F48<,@XC4BA7HKR@ M4Z^$>0W/'PCS@V7-U4/$]>_*\95@41$>5%')&4O=2;3'&I0_+,5XG/; ,$H.YM]8;"RBWI.2! M<"RG7NYKY/85[,H\/$QH3TZT!(NDCF FN4@ ]Y%A42521'%H]YQC!KB<9*I7"V^G6VF$(J$FFJY? M#DRQ (NPTCA@D:#&X_Y[4 R_5+@V[A=/TB88H%6+"%$6L$ M:L !T$A2R77)0PA)CD@8?<#2JT 8%$S7+Q"F58"%"HPL4,QP0:Q0D7&,EMRS M N?$X[X68+EV4= ADJY?#DS'9L"94!!S+RQU0FFBA&4EYQBF.4[O5S/^%.1 M9U@:60&67:+C=LVOQ5?.EKZ0\:XG%1 &^'@;Q)XG:_>N92K%6E3R_(U,X.^Q M_NYAL][,%K<1.QT[;\$QB<E7HY\5V%X-PZEO!0B2%3FGER&N&6&I5MZ"U8(K@[UUU!MOB6&(E'0U# [82.5UU_3/W][V3=*E MWZS7#\6M?5A%\NVFO%W=^HFBO7;?B]7-/"[WW+:H_;+@&79<0:(LE(!9*C%" M)56"TGPA.KFEKE-!CL[WS$_?"I1@K !U*5A<WU[)?GI#]A6ND5&+?K^8WG3@ Z\T@"&2-$.==?5X_IH M=MW)$FTO+#.GPH5;VWRM3B0(P23DP#@F'-"2(B)8R0T"8+W$#72):Y'EO6ZY MORZO_J_:1_V'(E7>C3\WR\4V_.1A=O^Q6'U!E[9?O[,)BE&M+** Q4LWTX1# M?U#]O0$\9RM>?:WE ;;BJ-E_+=ORM% Z10G8X;9L,)N@O2%*:@484H;'/T<8 M[?DBC(59G:XF6_!OG-NR>_9?BX+ZA#%OXH+GB_7\IK/ M6%0H@*"RI#Q$/$N]S$H=?-U1P[#X"E7(Y^OM25-\\=$ (I\%@)8Y+BA"2A!P MH#*R)*MC8>U8D5>%. J@@]XIRZ0$55AQHC%R.LPW6CB!Y M];:-A=&CR#+==CE:/Y_8:R)IH-9#8YA@5FLL./*&;8W'' "K:UT^'4D&I^W MMOKI5'C104TM;E_\Y,_%/"YTGT>\9?_'R' =9_N?<]*QP\\&*00PDEA"D& M8I_^O:,VU;S?ZH ]:QI]X?2E#!P/.WO3*0Y+/M0-B%>,3\O5EUF4B%MAG[LU MFKPX.,B== )1+*3PTGD!;$DM0#WN,P_N5P-_#PSK'][']9NGJ4RYTK_!RX-5 M2 *O'9:6,FHPPHB75)/N1\%9WUW+ >1<*,JD(!QQ!Y'2.U:DZCO5"@WTM]HJ0N7LN "( MQ599SR&GPB!GW"Y".*V7:=IK886>Y44[.%AV1^VQ;71U>SM/'T@_W![CZ2\# METCJ0@80:2@#!G&L.&51*#-E=ES"&FL^X*WT,&VU7A>;E-'Y=C[[:WX?V5*L M?RMF:1VW[^*)=_.P2DG6\8&H>ZW*O\:S:;XS150A3>XW F$0..^E_UL7_/$3RNF_Q']LN]]_G9VND'!\1 MO-568DPM1D@*;*.8WHM6;(R"@QUD'8.M/UR\5'M;X<. .+/+%*13#VF[,8$9 MK3E25"(I 406: [+-7HA("S^[26Z MXH^"FD?"S3YM)_=;<:+ZP_$'@_52>\DL0=A+(E+I?UFN@EN34V/NFC#3A*_+ M%@G;EQ Z8ANX< B>&!$PLIX"KC3FV&!-!=*Z7)^1+UN>]V>MGNK!UPX?^L+9 MQ]5LL8X<3)3ZHUA]F]]$*APW3:4]LS[^JXNG8IN?":GT,$0>:V:=P-!J;@\[ M-FJP6?D=(T1T+IZ6HV%%7Z VR1>ZVLSC-K;%7YL_TN[>"X +)9!=A:X$-?"-N[W-_/HIJ\I=WL9NO_UC^>_N:"TEC])4$+ M9A!2TG)MI6(:"V-+*ABD108:1YB,,KP>V1EKA@#H107QYX>#CMO.26N0PI&! MQCITV,,N=<>=UEG;!;O/(*H1C2L@YV&UV.(!HCT:TD_"'Y^7J^(^Y>_^".?&!!R)0*2TE##AF''&P_(2Y!GR.>'6 M(U21VD)"BR3MZS!YNUS<10)_25> "AZA8X\';3AV"@H4K\[00:8-8X>5$=!K MQ>A?08-I@0E#P>NBOG)\0, 8QCNGB#N(6>!DO!VXP^91'&;EQXT/8GD,OH"6 M1A0=R,)4UZZT%[5.26=EO$U"08V(_S+H0"J%[<314I?!Y^U"C4C:7*$M%O/E M:FN+*FY-_/]\XV*&$&$M9A())%&KEP!AR@G\&6$*DU+ MH.B$MHW1\3XN<[Y>+U<_?E]&?>VA0 "1\[@X,R08 3V6D%&M";+>QDO??M8$ M.&%SKCLC]."UB8CVJ-J;W[?4VO2/O8Z6S)I^M0WFNKEDSJLP.L"T. D8$1!3 M396/%XARW7%;Y&C!63T@IJH%M\^3WK%X;-X7->0*HP.%RGJ#3+QGU*RK# _26\FDED("9!A'#D%>KIPC MFU5):\0X:P,+%7"62>X!CM;#'_\Y+U;Q^Y]_O"V^%??53]$I]1N!/.+';#ML650Z??S,AJ=MB??$XB"D' *$!+8.<>- M.FQ0J*,N/%%YV!) JHC$EDC?.PPS=O';^:)XLRF^5!*A;7PG^$A![81Q2$(2 MF2M9VP+K?"NKCYK[OEM_^^+>:[71#_\!+\ M\4?!+F^V@4/ORUIR=K8YEKE[\MD !.8:*D8\=9A+B:F%Y3*$,E.]P_0+@66[ M7.C3K92*DK_9UN9Y5LGCA$_IQ=.!I'(ID*00-@$YB">3+.^#$&@\,0?WL.AJ MCP]]X2O92!^#'W^;;5)H[(\3(NSRH "-E42D@CA:6@V!/81-DN3.RPFY&J&E M>1QH:XT=PX#.SVX*]67YL#A;PO+$D,"D]XQ@1P!Q$B)!G"FU8<2PR1%O$PTJ M;1MPC9DQ#-R>>'W-;+7ZD:BTG?V[3Q\_%[NRL*DRV')1U$!DK;<&CCCPJ=(T M@H9Y%U4/3$LZ68I>XX@Z!VV7_!H&UV\6D9-1V_@0Y?X?F]FNCF.J;CR[JWZ6 MGWM)T-Q3[Q%1(E[[%%/,0E12@1B73?&= MNYV[GD?0[*M&QN^E (TG5K?+SN("@DD)[+J$"Q&E$*#3E6HG1.27()NI7 M:':F=<&-WI%WGEA;ZORY6/ZU+E;?=HW9OCYLGNN@+U==/9ZEJV\'CC#!E@,) M,>%$Q@G7HZCX')P=\I5(^$2\U5ON,7J<.4SB=O5!L=N (N5;MG MP%B% 5",['.3$+= ZXDB;GAL++OFU72R0SQTG F*H":"2^I8I&JY[E1$Y]4# MW)E>T!)/II,= EFJW\08PTX)P+WRAI3K]GAJQ=9:14*#[)!ZU)Y2=H@E3FCJ MI*!248LI-I8>J!I/E(GBK TL-,D.J4?NJ66'4!")*PD 5%!E('2DK'2-N%,X M1PF<:,1+:P=L>VR9=G8(=?&($< JHHBE#AO(2]U72,HG5GBM;8!D98?4(_UK M=LBYH WGG$8<&RX) 898+"4_T%*3'!A/-$RK)4D[ /=Z"^A_7-$1?_RYV/ZS M X,6EAH<5Z=<,F$(ZKAY7"VHU [O"D5NOTAY&>;?)DN&U C^/=]\_LF"MGYN M0GMN;]O2_?U#/'AFZZ*21&[QC5 #B:6;9I><^69QLXJO*VRQ^W=_^^?X]X.#4+B4#."Y\RAEB!I7TIY8E^/= MF*CQ971;J17.7E_X_--2EX]YJ<,$T%>92\,0^CJO#E@;9..DN<>*>D0Y0N5% MU2DI*I5_&*_!I+\@>D",DL9[8[2GCCE+RM03Y"S(4C!&=/GL'W:=A='78UA? M*D3?#6E0E/4FWM*189AR0[$MB[DB!Y%YM9GDHJ=Y0YIZK!D"H$T:T@ BJ30( MIACAY "05)1>42<=G4BR49?LOMR0IAZ-&\?[M=R0AE*"E"""(\XL0(AX4[IM MO+,P)R-\Y,BHR[:J#6GJ4;2W6W)K77E3CQW#- 4^RF#I*1.X%,*>$I$3VS11 M&VC>X=4.'_K"V35VY?48&DLIY!YZ@:E1!)2'@ ?"3>06T1J>NNS*6X\5?8&Z MNZZ\T /M(0,@ZAH8 &FD@>5ZL0ZZWS9#KQ\T8";K@"BCM$J!(@DJ%"LJT]/$*R)CR@%M4]J,%0%0K9G.%.&L#"XWBYVN1>VKQ M\\ 0IA5B4KFX@PU3CI2UJX% )L?4,E$7;FL';'MLF7;\/)(DG2:&:D8]LL#2 M0P]"$#$PL?;4;0,D*WZ^'NE?X^?/!7Q(@@EGC J%#*':,4++***0Q:D.HMFK,>,Z;B*I/,$@-12R&J! M@/6\#'$A4@$ZL:"A ?#2P%54CR?3<141KJ4RAD7".L2@8,R5[:TD@W+UCF;Y)2=ZV6WM@&V/+=-V%6&-M>($0**5=,0#0NB!%MA. MM21L2P#)!WG'5C-[7 MEQ&#L%>27#QUF1%3CQ77GQ%CE8)<*)B+1^?Q 0$:91Q$(HKH*)X=P(R5 MF\]HZR<6M-T.HY<=4'8 )T2+;16-PL:;E)$3_^4YCBM^)!U@.3[]2<=,M^!R MR.9&[\B;9%M%1ASDP"B.+-,.\7@*J3W-K4"3K62>A[_>VRK6XU+C,DN]M%7T M'*5C2EGO4/PZ]AH=UH+E9..HAL=&@[:*]7C5ET3^_\CG5#I(*NB!IP: M$B#0QA)J! $,$ND@.;A_(O54CN6%C1B-@VD +3%B2*A=/+5/#PJ* 8N+W88Z?T!6 M&1L<2)VK!-+6: X)L+SL9$N;,VANU8!;G%K9YMC>44GGPW >:X0I !K!K$&P/$R*-=AI*8:IMPO!);M ME5*^)B56'E8/[&N7K!8QV"EK!J^M4 &3 M%\>F!BN QJ4:+AF,QPQQ')=KUBZK8/$(16+;0*A:1*$AN0>'6!-H!68Y1 [* MJ* (@8250I81C=XZ.[%3MD6>5R[)48_"XSA!&Y^<0:4%G5LD\MJH2[Y?W\YMYT:A+UFCK0B@KJ2<*IGJFED9."+AW-%$% MP"CJ0CR)F]^RX,?NGQ\CY77\]'^J+/W2.T(\A26.:&>22@/=)S-;K;;VPB_+A\4FWBO<>C/_DAJ;8HJU9;A!("H)4CM'@)662%&6[R)(B$KA<^,U9/976T8829E@GB)# M#7:6:;G/7L34&#VQBU([D.JLMDP]9O2F "\7=Y$U7U*<>(J[N^!K/O9X@-B! M>.?4U*IX"05,:ZO+E7&$!\L<_KJ:+U?SS8^MSCQ>6U%->+S4D/,Y,A36+CJ; MCP\(CG &/0524>P\9EC; ZF@(H/U6.D!;WG MFH=E(!0<.8T;,F (*!V(5A%3A^>#1\GD:RWV!D*MA'?X<6W.YH3E3U3(M0NN MIIP8F]EL*_JG93QWQ#..%9%$""J @I'7>SLF@5*_&KXJZ@-.I**"0$4*8LZ9 MC#3U!SI2.;'\VW8@U9GAJQXSKCOI4E$OH8=6"D6A0$9C( YK99.UN/:'D5I) ME_6X\9ITV4;*EB Z4I:FVNW24P6!M@=.*FLFEKS>$OYZ3[JLQZ5Q)UTRR8A1 MT"+!N0!.&RKV6BREQ/B)V?1&A(T&29?U>'5]E0,M1 A0Z:1WC#&#F0*T7!]5 M("?#::)WV\SSOQ4^O%8./%V#3'J2P:XRW?4((EH M3A'#@B.:DG:%P&4A"LJ8R&H6,NF*P"W]8[*Q!$H7$8QBOE(0BA)%P MSI;!KDQI/[5:OFTBH4&#I'K4'D#B==JWQB//H#'(D4A93B"TOKRO,6!<3D#" MI.NGMB#WVF/+D**O^[XUUJ#4MXHJ(I3F1K)#O17*B&53-;FW!)"LOC7U2/\: M^G76LT\@CDJTIE)JP+E2&.SS(REWG.5$14RZ7&>VI!V >WWMA#]N/A>W#_Q1L.(P>NZJEEDX]C1PS+PRN,1:BU,5K\7)!"ID1B MI4R4+9YH#$SI9>>(HIR(@XG:YEK<'<,QLG\EJDS/WBY\?30]>_WN4[*;OXQ2 MK:=$M?"= +QA@"(CA#<4(THYX(T\O39YDS\M M5U^VWQBXMDAKNQIB33EWV^X7/$IPJ??1&UH:C>RPN_KQ"+B4(''DZ>"I 1P; M[W1<(N2&$EFN37DO!ZLS-.!NKLKM([LYC[I]J:3O5\NOQ6KS(U7_WI8)^I^' M^=MH(+3LL%E<7[9-74'1U6E6AT5 M1@A0@"FMTV(=\:JE\K?)UV2)AKZD>E<.* M0 8T5])B2;!D90*#UE#I'#&392[O225JZR1K@;;75ED*"0$PLHQ@ #&B+D5\ MEZM37 _6H&:HRE*5N5VMLE0]\EY792FH@;-2$.L1HE):SX4]D J)B06KYS*X M4F6I>B1MG*3X1[&(NVL;ZE[ <^@%F4G M'&VT-1-+!VL)%)W0MC$ZHD;V9;Y>+U<_4K7=VX<" 43.X^+,D* )@)1!)J52 MPBNOK#K,VB"?8ZX9H;.R342T1]4NKSH?DD'UA-+Z[/8G0/@["7WR1-!,XFM=Q)2%X\ZJ)PONP-I SF:8NG< MAHQ[R?9&!.R2\;_-%_,O#U_.LO[9,P$8@R64G#%+H#.(06+*N2,N!C.R]L'\ MNNQ;MD/$3@$P^WX9 $^?B>!WCMBHR@*C&,!QOF53=FVC!*SDE[HR0T4K ,@@ M8F]10Y$C6\=JLN!M?J2>K6DX49TYA3H$[K)'@G)CJ$1JNVN%S"X3L2Q+\ M:[::IQ/T0Q2)%Q22EX\&*:GFRJ$H)8V*BTH] P[ A3I':1UAHF*;:D' Q,>60*D912G*M(2H#*FP0DSW+6V&X T9^H9=#2B9%_XT+/U=I(7 M]8CG#P;'$(^OQ!8(PB23P+-2%+K4BF2ZN*C+SF6+=.S1!7^[7+Q91,K^-5O\ MY]VGR(WB-DW[[1O][L-%L%0:'SR(^XHC+A6'7H.DJ1](R C,D2TCU$M:Q% 7 MY.T+6L_/X+<52C.<&!&,BT*96AMO>@[$Q7)C2MGL'/(Y11;8R.\R;2HR[9!W M&/CXV4VQZZ]:&3^/0P)"QCI'H*=02NP8I:0T-GHIS&"UMWH'4 .FGP518QH/ M@Z*M("W6FR1 MX:EV_?%ZB9Q]:YZ L>YEP0@'8/"J! I/K&< M_V[!U2*A^X3;+BIJ'9GW;C6_FR]F]]N,EX?"QB7LTD?M[,=OR\7FLUK<_I]B M=DZ_:O;"X 4VD NL-:'*0^XP*HT@7AE"IA6OT@4,.R=ZC_DA-T5QN_:1;(DT MZW>?=H%99U!W\ XI9*HPQJ5F%B">MO :HNN?6'G0_%U]F.; M9[I#_!G(O'PT0 6\58(HB)V' N(HELL50:TF;7#,1THF.8=7KUR\JMYLYM^* M3 WKR'N" BE36YBX2T#4 1PA?"]H#8" Y BAZ[H/=JEQY1.^MQ/NV4YYLUX_ MS!8WA5FN-V?S:4^/"L0(B:CWW!GMF'2:6EJNTW"34YR43U]VM4?9QO[3GSZL MUNOYW:*X_;@\]+8YY52M,C;$R8NHY\7/$F?B?R.11+D.1W2.14'\(B*H*V(W M!LV)>>SVVI0/T0 NF33ES+DA.>I'\E6#2)I6'T8V>Y$H] M7BW?K^8W!:RL%YUY1S!60R&(X!9+Y!Q1FH*2!IK"G!L_!+\(U+JF>F/)9)9? MOBP7?VR6-__Y#'!1N-R_8BJK+:1OXIE?0A.-,^KV^MV?C>9;RR$%L +5]YV(1)Y34ZN*_.C M7=MY-JG[NP/L&/1Q]OU):=O?EXM4PK:X$,QP?F@@EL;_"H:H15H1:13WY8H9 M1CP'7%D6]BL$5\O$'@!>NQ+*OQ>;NN Z,C 8";S6R'H@C)+ 0Q@N5K.:595 ME%_/PMXBJ7L+"XW++GV390$/LYNQ7JY6R[_3[63V-?[FJ&6LR6L"]1QI[84T MED)&K,8&'R0X>-GX>T'A)U[OO7^:XI?0J\.'R;53%;%V\6'XIOR_MOIS/G M3H\(3%N"K(F7$449@0YPC@YS)C++DIIEM!\W+-HEZY B9U^H(/>@._6:@&F\ MGCCC,57,"JH +D,7#?)6Y(2SHU_-5-\AX8?Q$VV;FOP1>3B[?;=XFDE2W4UT M^A5!6VN-MAQ0#X!B*/ZO])0AKEE6@O (L[FZ=0RU1N?FUOA#:,Z[3^_OD_WW M]E_+U#IBZTAXL[#++\5Z,[_YX^&O]?QV'J=XQEC?X%V!&X6QUH ZRQ$22$@K MRW52K7(:3:,)Q[OW1?#.@.67JV)^MV@#5T=>%9A%".ADP2-$)OV N=*MBC57 M65D4$XY?[XG>>5%93_SJWXK%;.M?7R_OY[?)I9E:8:_BU#\DMNW/\;-Q6K7? M%G1A'UIR<,6\RR1->$0]OY(WA>\GK9.VMU66D+:SR\.S,M4 M\E]:KS4E$"-QT#RQ,#+'H(HF' T_"/5;QE\94YW^_K@S=L40ZP'NW)N"H,B1 M1$.%-53($R+*ZS4&**N=*LHRV5\MPEHD=\N04C>;A]G]R1U0#U477A8T8H Y M1S6AQ&(L4V7F"K:/8;X*KHR\*D%LOXY:)(ADR0QEC MN+P>8R5\3@(/RC+#7SFFVJ!VCY5G[C[NB\R?LZP^>2QX#NVVIPF-.X$0*RDJ MW5;$(IS5(FC"IOD6:-FG,?3?10H6*V[5#L1/D](NV$#/C Q*Q&5BB3B&EGFE MG==EY!D1SN3<^_"O9G5OE]:]29QBD^A>N@O>/6S6F]GB-G74O519YM+0((U2 M5$N':/R?!P30@P6%:)YUP<.U#>N1(W\MKQE?+9-[2&?BAR(5 $O=ZC/=B:=? M%)33 B&%G/(,":ND6]=?(V-P<\[ *WWGUZ._]K>3)PZL5C MP4,,6;I 2*2YP(13<)B=]R*K'];D+=M9M.PQ.>9X<^/?BPLUI$X."T8; PT0 M2BM-K*:$0;U?*041YCFHF;"UN@/:/J+H__[OG\@:9_J?[:^._F;_GI\H%;&] M7-PL%^N'^^1WOELM'[[^U\WRRX[:?KZ813D75?F4N7-7[%(8C_WPCX]/<(]V?EJ0ZG%5O%K]'TG_\ MN[C_5FR+X5UJ^]WXO<$32PA!P!K,>3R\.-:JI)2\+A# ,">>6VL8LHYC#@^4X4KD).&--/YM*% VH_AX ML1B_?NXVWNR%@7 %K(988FD($I$X0I?4B3>(G(SCD5[4!\5C YJ/%I%^^7"A MTT/]]P4*B?:862J(P%!!SDHO4]RM5N2T4A^I:6!(/#8@^7CA./_6JGQ,[PN$ M4,L]1\!P(FB\4RLD#K0A+L<).%)CQ:!PK$_R<5Q'_[CY7-P^W!?O/J7".OL; MY]5?."'V1)M4%(AHZ&5D2UDFSQ(+1*4+5'^.LVVODYH^LEU_E'13(=(X8J7P M%AJ'_&&=4..I=_O(X7P%9U@3&O=YR&SV$NIC_/*%)HG''@\< T44,(:) @7 MS)%27A$,=%9YLI&CIP5V'SDR,BD\%'8N]E \/B!0Y>+NHO&"JC$7 EA*]I'! MEE(&!^N7UP=^LKA] 3J-R-L7>)Y4:MQJ1Y?:YAU]/G"J+$G=:P#@'ADH1=G- MVE+H;58%E/%II[D,?EF/K@62#ADH=/ *U=1Y'KU)''NE .).:.$CY;PMDXXM M5<3D5#<<>Q10!R=7BZ0>)NPGKV6>P]PX1KFC(I*/, 9P:=1BBI$K(V( ,X0Y:$G>FM!Q2Y@DLUQS_ MDU4$I3*^Y Y?B^)NFX4S*7SE$[T_H.UXM3/%[&K\GX\M.3$B&"P4I-Y!*355 M5'#.2+D^8;(JZXS0^]$5BMJ@[9BSB#"!&!KLDM73,4E%_&>Y$NE CL^VOD]B MN9G=7[O@R:#N,(?9TY8.L]7JQR&QX-VGCY^+75<1L_SR=;DH:AQSM=X::"2J M1 H#);U36F'K;$DGBE5.3'5M5\0D%:PNV3$2-T49(/=\??O&6Q/Q6F"L)-&8 M2T@!IE0@+A[C7Y**AV6FU=N!XHXHACI'3Q.VE$CAO[&G#3F-%5O!/U:'MM MW@E.K:(< @*0H-!B 5D9/>>5M%F5W4>.G#QN5_-.U"/O=7DG"!00,".0E50I M2BE4):E2?:6LNL@CO%QG,KB2=Z(>21NG=NV:A_U1W,23]O9%K=Q36*@V,%#* MD(LZNJ062D<,@[:T*'ED7$Z\Z0CCGUL"12>T;8R.]W&9\_5ZN?J1@IUN'PH$ M$#F/BS-#@O/> X$E%U&" J>3WZ65O!@GLJ$4X1; MI[W5#F/M-44>[Z,$'. ^ZR8T=M]EFQIM.^0=L_%68:6L8XI&>:@UP(!X6ZZ$ M$/_K7'T:,/>78= B+G8U>K(TP$;2Z7##$L#":<*$V7*=3G")IB@U15$ MFE%T"*14:H%V?$ P#AK.N$,&*H)Y7"GDY>HP0UEEPGXMO#0FZLB,ZV5E,_?] M:[%8%Q^*F^7=8NM6GX:!'=C(&J^) )2(%"#G5%G*UD%+*P6L5KQJG"3E*>-Y MA5&!(D6@LDA1"9T!"@!>EF!RRI#! FY[M9M79N*R*\)>D_T\%=R0'GL$DT?1 MQ,OTH7JS4]CDQ(F,"#*M\KB*Z;P>6:_-=*X503"%- MM*7$4[8_$XW7W,%I M@*8=!E>SEM>CZ'59RPV55DA$ <'4*B8PE65A-V^$GXB(:8O!E:SE]4C:V!YZ M4F*>LV]5'!D@Q5)KX9"U#"B%;5Q-N0:%L_+A1W0=[>+DZ8;"?0F5%Q-/J';? M;^X?]C5M4YSNEI]GY$S55P3H!<<"20&,] @334C9(\Q3*W+R0,9J(FL=',M> M:-\7^IY.<1\&71 M>\ #M-Y9&3CQDG'K"3442&FA0^ZP8PS/$5-C#?L?X%BL2>9QV'JW&NGU5Q25 MCD.?"@@[;KB.K 1EY5>'&7.52E=TL\+'@CK//0[KCY',.G[S/V=6>WEPD!A: M3'&\$4)FF$00>%RN7"H[Y:(+N5A8=DSLO@Z(QXD_UJ9Z]^FI0VJ[R^L!KMJK M M: 0VVATM)9IB6WMO1O$R&Q8&6QGQP43-3#C$!>1 MIES&(UI!5ZZ529!3RVJLRF]',&N3SFW9%A^7=Q$N=88'#R!1D4Q&"X8Y$ACQ M,IB'4"9SHG*SJFY>#VHZ)'?O*N\_ELO;O^?W]VIQ&U<4E=ZT!]1Z76R&4WG/ MS*F6)ESK/<$8ZESRWSTK.DZ @ZRQ[Y,291\K3O^J?EZLOV2P.'2 TC9:QV1'EK ME25 FL943L? $Q'0[5 @:[O2.6*+F4MGQ@1F)4*. @0]-PQA%#4G#2IJ2XHCZP! BC O M\;[A.406(#;8(=0-?K(YNVR7GH-@Y&(0UI&G@^(40(&A58[%S>2,4VJ_+@<] MG5@&:@9?SR&D$2W[PL@_B]G]YK.)]+D8=O7RT;A_A$?::X,UM?%^9\S>B1%7 MA!C/N?2.'1UU>;ILE92-K2$NW:_CB;TN_EC>/R2:KV>+6Q55R!^;^'!.0LT%1I[:T1'!A@<4D0KZ&<6()R:Y!HCZ1]'2:E>O6V0E[R3\^& M>*MWUCGN(*4<82&A=.6:;%3/)AC5U)6&FDO<0334]\7J)O'N+I+!S^:K?\WN M'XHW"_?]IEBO7Y9 FUEEJGB6",<<2%9>4E-)X*+D>C'J'Z MU!YX6B7KJ S_3Q8V=&_N80S^4'F%I':4>B 5-8SN(V8AQL;S 1NK^7D\ 8NW M\V_%6;;M'=PU6GGGO3AP))44F"/J#-:IU"\[4$SXX=P'8_ 85$;3.D(KTACAVHP3(T;IA?;? M#=\8@#!RV^4#(RD54L(8<*"/DCE6BQ%K9Z-#:@->C!>K%QJ#-WMA$-0CSW0\ M6K0D*=_$:%92QT/0;SK.+XO4!JP8,5#/MPQO]L)@#-,(""69)R0UP5'8[JDC MJ<@R!(^P9_AH@5J?%6.Z))O/*=EL_6;QLA5).>:7C)0#Q"C "/.1KYPQ(*W? M^XTH!U@V*STVLD@Y:Y5&VAEAC4)"*. E+M=(D7V-L*T-AHJ1%"N"*LL,]CH =.,M9<"[>I1M'F@W>W#386HJ1>/ M!R\>? M#EY)82 Q6E.D ,>^;#D0YVJI$D-9#D>_N=LCZG4$QGG/O#-((TR)CYBV!.PO MX33>R_U@SI KU#5SB=LW8/ZQJA9VM'TN4$QP/-B@4H9'B:4DUK!<"X)NRNI" M!F-/0*0)28<)3RMNU'^Q3>U3!B[*&MUI($Q#"!'C"QIX*SH M1_X\#V*[9F"U3?"^05*1SKF+ASES I1UB.,*#- YOJ;:NLW7(J+D M-EY 5YMKADU-FO:-"G7S/P\)U?9A-5_DW8X]FHJ[>.F!0KWC26_7!7SN\6N_]'-CX^KV6)]O^7D/^)]H>*Y M=ODE@6HK&(PTI(0+H!STK#0&2$M4SG4[R]%XE3AKG=YC/-<*>PE\I26UJ6"<;B91O[25Z^6X;, M2;=SR[SHZZ YF"R31K;>UFZZX(,^,2(82[DGV$;9Z2ESV"JV3XDA!"F:4Z1R MA-'\73!^V06AAP323LN_W&OKXMC B91:6 Z0YSSN4<9524-"(1FLFTDWX,KF M? 4DY=!W!,&?^L=OL_]ON3+WL_6EH)D:;PD2:^.HTX+ID@Z"PGYR M8X=V:W0FT;KCQ @0^3C_WV=?+LN\FF\*0BKG*=!0DD@0 *G6A[V/098;?NRJ M7">PJ0[-%MC1%SS-PWJS_%*LS'*QU6M/5T^Z,"+2$7!@)63 .*"NG[AM:'8F= 6W^>?ZT.KR.C@N0.*P6A$BG*UT(%'"K7 M&>]@4ZZMTS?$\LG?%\Q2O_CEEZ_%IE!W43W=AF->1-GI04$@$,\![2EFQ@M$ MB#*J7*5UKE>GWT1!UAKU^\+8Q]7LMD@+OXRLEX\&S9'&@ N4^J*Q>#G2D)8K M0M3D6-3&[@;L"T^9-.\-1<7-Y\7R?GGW0\_61TAR$5I5Q@>)K6:>1Z564&0P MPZ!TBA*FG/I,8-18I@E&$"DB M.!..E)97CJW(L1B.U9S3"@ RB#@"K\?;"ME#588'89U7417"&F*N!';BX-OD M5*@<#^_8+];#>MZ:LF $X/N]V%0('JOV@J \ A8:5U<,M,\[D-?KE[A+'/T M6 ^P;M!1'7K-R3\\^/Y<%Y\>[M_./S4K-O4X/% F.94$**<0H5(@+4HS W?" M_Z*>W4;8J R]QN0?'GCK2_F7EX:&>#^1'#'L:.I+B[P&]K!B@(9K5#YEP#4B M_0C ]B0A\&E-MF;P._&RD JH&Z-@O#8SZZ&C"I=:C3! #59-?M* ;(<98TI^ MV*K(OUK9>2F]AP9;+:F"1@# 49D,;@76XZJ>5Z%U]9E103+B@:$<0R&01)9) M6>9J66?$%&U,'8/B%IN^/# M$&>$&&,L% I' M*AZHII";LJ[5-V1[XE'?R%Z>LPKYATTBXL_58 M4F*L*XM$.,X-&$J1FP+ !V!0[\K=FQ1)%N?\?4 U[C"'6DK;F5'!20T)5DS# M2&FIE>-J:]1GWD+#J\7P]+;6*C+CW+ N(*,"HR]4IP:XS2RY6J]E'S"2EHK M(%AV1NLAM[.ZO=WFGP\6)Q/&SSP?")46I;KYTC'%.M,5P/V%!&66Q(MQ1:* !0E.&RI53" ?S MVW8CLMJ&0RVT-:)X;TZ,?:VGU%'E3/7CO^Q_OE>ITNU7_$F<\_S6]FB\VN9\^;Q9^+ M57&SC#_^W^(VBG==+(I/\V112M$1%X[)=CX0$/=6*&!L/$48]K'\FQ.^S9#MZ]^G/* !6\4*VV/RXW$.DFR_& M6S+W1F+(I.$<,T%@%#U[^@(^M3HO?8/RI65Q%$SL:Y.X3Y^*F\V[3ZG9X>;S M__LP6T4&NV\I6U7_J'#7J30^> @A$PY8B!RS%CG+;;EV0EA. 9D16<"[D=%= M4'@$Z$HSORA0*XT/7&G-4D8UY 2#&12\_=K5T+F!,J,4#RVC(?J:&M,\=X. M_$[ZQV'A-: $(*2Y(,@[J<1^K5((F1.(.J)FO-W(KC8IVQN*&C6,H]I@:CWC M7G'(I6+@<(>3A*C!&L9U(X-:XNO9'G'U*%H!'<<]!O],OIJWQ=WL_GQKJ)?/ M!>BM)M)@@0E5CAD,-2CGY[W-T6G&R/%FO%FV1\&^]O]."#XB?':?;$!_?"Z* MC5KU6.W* M#5TXCOJ90(@;D6.A)8[;%'*!G?8'ZD,H)M*[NYMS;90LZFN#U%I'I:J/#=\8 MG": .8:=<1 K #$1AX.&>9G3EV^$(GALH%L.P<2^M<"CL[_H1JDP.C7 9)@P MIQ0 SDN),"IECY+434Q_Z!P=)W3)]CC0K_X1#ROUL/F\C?6HI"^\'!!2+)6% MP',/M.'::NP/JQ,F*[P@JW91AQ$L71[VF?0=#CT73]]30X+DEEI('2+ ;X-S MB=*'_>'9+Q$#U9#G%R'4B,0_@V@RY*U+C^OUJV\5N*BPO8W[Y?[_>5C-U[?S MF[,-R"N.#"JNT6@,C#+.(4^5.:!3"R=RW(1CSZII'5#MTKJWJUDDPGHSOZD: M[G/T^0"8UUHJ*EBRVSFJF"T]E3JN.0='8T\\;AU';5"XL6WSB"KT]DQEHHMC M K/*.6Y _#=W'FH$;!GVI 'Q.1=N/E)DM*M3MDWB:H)E74J6=7'S7W?+;_]] M6\QW0B7^X:4LB3^*J+UY2->G]V7C0ANEX1'$G'PV:.HLU/&0A?&2YE$4D8D^ M>X1+.EB#\W[ T8"=RW8IVOM]XT,1+]HW\_OYEEUEY(S=\RE)U&U*WL_1E55N M)HU?'I3BW%N[[6)*/94:ZS+D5R-KP)16!+D))(<>TLP9525M'"T6E?7ZXU.Z5R^ M95&[L2C;!6'-OQ7[[_KEZK@A^Y0(J_R"X+%3!$D@!:9:1E46L])&8CC**AYS M!5[@3-'5%9E[].3^/-DD?_=!@$=_?]Z/6_]]07IE.:.I*SE!EE@.?4EZHRW- MN52.J,E"=R*L#ZH/BL@=U=XNUVL?R7GT$9TT@^) WKH8K?^% )@RB"3/H70Z M]5-4V)3TL]SG!/QEF4*N&K6=\Z$W'&?=>ZO6MRC#+ M*"XHX)P!@U+R MVW[=5GB>%1 /?EE091&Y+W#MS^K%73K(G\[^7!33Z4$!<">$<$01I8A40B17 MZWZ56-F9M >EECFT9ZR8IP=%*_46BG,H92I_;/Q0+DR MP\UR:;(\3),V[;=.V]XMK.[[[,M\L>7:^V(QN]_,MS4ZWBPB&XKU1MWI8Q*C0B.VX1*PTJ[GR5>9Y5JFK2%OQ^"YP=(/)M6\KI>#(_X M:420+LE0+*)(51QAQQ"CY9P]R2IJ#"=MBV^7L(]@Z+^>HUE^^;I+M!^Q*<9IXA?:#%WDM M34T56+2M_;2-Y;I(BT9O#1!XBB''0AD@E9(.8U?22A,\Q4:AK4+HZ)'3!ROZ MU7]JK6@?%]TN8O0+2G$J;.^0S 7DV\\;" ;<:)$>/5 M?8\TC!B("L!J6\II_?OVY-U$WL3YW95Z8KN KOK52&=)J=726DR-9-(HITLZ M:T_[C8Q>;F;WOQSB.V+5D$KC2R4P;NICI)B<;L@80"[J]L!P):AW$%B^YQ!# M"%.,:<"*9J_-#C-D:<>$H40%,AY(LK]Q03)Z@1W MS9IA90 M!^)$7P?M?D&^B"R=W?^THLN@/#4RI*X_E )&$-4,JG@'EZI<+U%9 M*M[8D=<'2HX#LR5N](R^9QES#3!X?GRPC B,I470>"$-]"T-=W>C)M+PQ,C@/8&>.BJ-Q=A0+C$O]Q\GQDVY(^N TK =;O2, MOA.$:JP?!D01\DI%%<=""ZBEWI14Y):X'"=X?>="OU?/X;#7#C/Z#CIL]]Z2 M\=8 *70N:BV>:@$]PIZ;4D/GP.">M+S6HO"- J M3 0#RF+G#-21"KYBJ,E@==!EO,=3;H@\)#X[X$WODG.G'F=(SK,O"$C'P\D1Y0EF$G KL)'[ MU0MOX&#-BR>.S%:Y,A(%M+F2&0#3-.K:!'D.#?$<<53N08$Y[+<(?[^WGR%1 MV X[!H@/K0B[4^OCGAA&(8Y$8A 3QS0H[W<"\*Q*:M?LYVUZ;VF'S$/Z:'\O M-D\2QM[.9W_-[^. J\G,!F M]GV6)K LTV7NB]FZN'_<[*>"PBN_( AA:2&QG.9$.J-,8R5*P(@*X!H1)E, M'7%YV0/)!TL03_MK_[/]*5FVG$W%_5-:Q.Q^O4^/>'L6DFU_(ACL +8(0:N\ M\QXRH X4-!;E%.@8NW&B&P0/S*$183S1-_Y[!XO%;9F ]L?GR!T=-_+MTP?, M\FS@9Q>?"YXBH;@RFA)!+5!*@?U-1U%ELT*OQF[^&!S[77-KR'WP&$3?J81BE B&M0R@&*L,DI1)B5@39)M.8S8# -LK0K_&6P('75BH, MO09Q4I;]_^V]:7,;.98V^OW^F/?%OGRY$5BK'>$JN6W73-Q/"%I*R9RFF!HN MKG+_^@N03$J613*9R(UT]\2493F!3#SGP<$!J'[_/EGD<1,9?S7]]E9:D0:]!!(!R&,R.Q\PZJ.OUHMUK>K]2+.)1--C(<.-E=OO20 0SUTAD(CB'"> M(Z*K,Q3*(BW130%Z\ROD-SH)" ( '!(>14BM!)!:7:'@+1ZL'LUUW2/G(S^ M(GOQT;^5Y=U?T]ELFQEM,G^8?ID5VZE43\O5ZRL(P9"@!F.)L46&2NM1A8DE M)N>8KKX&'-G:FL6=PXJP$XD,R])T&A0WS&JQ2,524L6R\]GY1A^! :TUC/:& ME(@[;Q%@>PR4]_W4,?V1E9^'VJ)VS\9\"0S+PG?S;\5RU8Q]+]H&@AB0 @', MF:5, T)9=7?(K>@IM\^;NO#*"-<<]&&)]OIV>O(TC39[2J";CA3CMWV-"MT6 MWXI9^91&EVZDSZ=DH[<$ QBU3!&AM#(""8TKSUS%E8(Y>3KJ7_S^,BJS#QD- MR_4/B^10M_K^83:9K^)@W/^NIYNAG,WG@SV%=(*EE3(2<*J<<0*02B9<6)_# MV?IWQ+^<\=F6/(;F9_$TF583\'PM^ZI]@!P)!1V'VAEML&.,5B<='$"6X^95 M_SKY%^1BCA2&9> 9]VZO6P5,):906((A@01+RK"OQHDUR''3JG_C^\NQK0GV M@T5.GN?B_5:SH#SRPAG(X\SQ A@NC-CK53?CBE/OBV=4"Z,.J ML+.U5Q!: D6HYT)H2!25"%231Q#F_')9]Z[ M_=@R& T@0@!1(IDVC%D,735>J4Q.]>$15[^&8ON#%UZ-WQ6/^?#^^0,_EC$9^ZC4IHT^7- MO2X>IO-YNF.8W[GY7?IA4QOSYOYE%;+/S_7'KBYZ7C,EHR&H+# &IE"D_:V> M=)JS :/G7\OJ@$3S];/DEA^V](R_^%QN"S9M'O]8K-:+^?)C.9OY;13" M$<"Z?G6P&$G"G916"&F\I0"1"G7OY94%6[?"OW+4(FHKO'&<\W*A?U_(\H?6UOSJX"MXN M4KQ-"D_8+KFI2LJ')-EM8;SX[(=R.=TDG#FB9]OH/L3-B0301XL#.8(DMZ:Z M') ^ZI5^<@ ,=60Y.JH/*-J!)\7'XFY]N_GN'\;V?O*T+&[NU=-3M)4G7V9% MRNRX7L5?O9\^3K>4:S!' 9Q6NVNL,.+VZD:SG,BS$9[Y7=JDZ%*68S+? MK=34>H"$HL1O:P/ ZLLI=#GE9,Y.4+ UW]W\%U//K4NIGI9=5FIV6=S^GX?R MV_^]*Z9;#1M_>*U8XZ^"+6_7R4'F0R4F&Y?2-UAW\-D@(;32<4'3WALZ*/S> MG18 K7*N.;*"/L9_$-$6IF,Z#MW:$^7B^_Z9CW% G\N;]<+=WQ>W*;7"[I>_ M2G;12(BXT7#2.:NH ]IAODLDH;7AN-9A2C=CW4OD!V']*%)556Q[6[)',&FA M]R"QCMK6^DV M>$ ATT9P:Z/\A?%(54@9C_DU5_4;BKPMR:*Q,5_G&R,DDQ2!GESLB]MU>OIE MKK]H"=R^[8O>\AL" DH)IU*Z!<^EUM!7.3RTD8CF\#,K_>/X*3FL),:D4_\H MDUV6CIJ^S(J=K_/O14KDFJ[#5]O]U8G8BE;?$XS!E$5Y&LUYA-02Y/4V(1MII:I2H M\(!,YI0]&6%NRD'LWP[DT"DO_RA6ST?T'XO9-J['?"UN__7Y:Z'+O]VLV%RK MYI"S]DL"D#8.PEK-%?*8<>?I?H%"*NL$(2N1Y84IU,$E,R;3X2UCO5%)BO9? M%K#G5!.FJ '&156@6%7B0%L3_R6#[^?GW;PHC3P:H8R)ZJ_KC*8G[#0V3-*9 M3F:9Y#[5?8 <.(A3 D"MK04(4H$JY!@".7Z%9Z3WO'S]/:!0.K4VMM>?#YLD M*O/E]&YW!?HBRJTR[_UDND@6?=&";=S\K4%[+22C6B/$'-<< PXK["3.*Q1X M85$'G=D@O8FG4VK_-BN_I!N8*@/@^_*O=!&SKXO'(&45;70?EK':.>^6< MUHXCJHVK$".6YB12@5=^/S>0#,;$VFJ1@ZQPL1&Z/0]]UIN%_I@X^M9&]-WC4S1KTDGA]I"P@P.(UZ\( MP%GK!48$&XRXP$;Y:I8[!$D6?[,JNET7?SN0Q9C8O%E(U-W_K$\G[&W276 6 M&6>LB/83$%@+1E0E&D=!GI;]S_5:)T(8EIYO>5>?3?45R@0FQ7F!,^_.NNWNDA_5&P!^B%# SZG^,)KRGBD*;<,( 2,(4@BR.T^ M\XW&A@V8\>C3[=>XL,Z*F_N7*0+W8]FMM;M[K8U6@@=I28JBI\.*.YH2V7[+;?CYU^Q!'__2M MYW-X-G?/[S8PA:1@(,YWQK34*>6OJY BDN4<=F>=%UX\<3N71?^L_;DNWOSN MQ153 \*>U6,T8ZE&7$'(&<*26)WR=^[P4:2>+76%7OKY7.U2#/W3M.TX_@:\ M[O83@C3, 2"$ 9 ([Y 650E28[2%.=9&UM'CQ4^$4D^U_!]N" M;U]?8]?]XX-!$^R\QQ!#Z;%DFE"VP99#1 7Q VZTMQ]Z<_^^B+JU>.9M'95R MLFWPCK"X.S,*((\<$40"48U;.Y3C[CM"[YJF0B^[A770J:KN[C;9AY(_1=PF M/6Z#2#<9,2YO&GN!.6,<,&$EIX02I;<2!3YJS'K>O%V-*'%E\[FV6-XNID][ M$_[H\ ZV"O%%3%%+/*048L^8A70W5@FHNNZI6UO0/TW=M@#MRS+=FBR;+ /I M/DA/9BFRZM/7HDCEQIYG[[,:6NKO\2]/Y7(R^RW-^Y2$;&N I&>V)_S%W?,! MO_I[>NR2II\/")P1["$"3F,1E3)5TOL*_2B+7A, ]T'G%GCX9KK[D0FJKVER MUCC^F#P6MGR,1O@1WC?L,0C*,97<6>F/QRM(1>C=;!"F&-C!:Q5I@Y+"6W;C=NY:RYLAS_ MG;/C]5%!ZQ+HC7G[";Y>3N=Q\=H-Y93Q<+1=B.^B%&L(%* .2 ,\J58Z18P= M+%W5Y:SY;>+;MQ8[M0#_\%Q04CL%C/'<*^XDU1#;:BQD#_ M-$&T<>S./])1Q/OB83([N$*]^5R(PQ*22<,Y0I2SV*N&U?=!809SZ.A(XLUD M4[:'X$ [VO=)<$D\9VU#7[8*%G.LC4>&(^(4A4*[_3@I13E1KR,,6^EA[YB! M[L L.KFJ'&T7N <^&EP::&,MC=/.8+X;JV;&945 C8])K4B]'I,:X=L7ESX6 MR]5B?;M:+Z+U;[Y.%@_%Z>W4X4:!:\R!M-HBBE.=0<]XA9V62/A?@D7G2ORG M6FDMP=L7B5X>?=1NJO%\OXU^6Q>KX1JI&TP W(8F6B]4+ L6_O29/_%7XF +!#Y@S/_Q[P$X I@SB*=V&-3#N M&T#US0"YG)2L(XQL;M-VR<&Q<]D?5!*OG@B"<4H85I!!Q@DDE%!1?3>F-BM2 M;')3'2V?^*^9?#4&TH%%,IIYY1C'%0KH%54Y>B&K/P1X[<% MND&X7T;MMTF;S_]8S(N_)K//Q>+Q)*,.M@P04& %V M<6U-^F^RJBV4^V+5C]_[8QZ?(Y0ZUBPPYAVG<;NF(G068J9$I=.M(R;GPF=$ M*UG7?&H1XEY/0D[D&]\_$[RRE!FMD%#,B&BS*5/=8L0]O\PYD+^8&^8VU$XS M/(=1,,NH$5>[/!=_%,=X_A#:<81R?"HOYC*G;163 MA_% ?/+KU7I1[':!'R;?-R=]'XO;8OKM1!S0>1T%CP'E &DK -;:8B6=W*/A M<4Y:AHLY@FN=<>V"WA<%4_&;M K?S)-A-YUO<\S=;X9TA'#'F@6GXLNL9A0Z MDR(GG4>5=1CG(*<&]8 M==$1 24Y'GPC+(S5Y[:N.-61$8Z4Q9]'-F=N!_X^>&@&)1,^V/%? MD\4T+2QUR/'3L\&DR@J00(")-M[:N/+@:DS>X!R_R?&;ADVYD0MC;XIC_66V MW3&E6+EC2N.'!X/P5%OG*2:48JJH@P[LB[+7"@Z;P#6[G[[:VTVVNT1>;WOB; M2[7\*;*&<:F]@(Q1SQA'>B<""K%$=1@\P.%0==]KU\4?$>7/?Q6S;\7OY7SU M];1[[/E=!FZ1$AP((!V%G% +;67?4(5@5AGWT<_SVA0YYYBH/;1'<5CY8CC_ M7S%9?/ZK;(&&NYX"H=! A@%(A>H5D1Z:2@#<(51KCE[L+J5K]C4#>92DBR\^ MG;SXC+Z"XE0Z+@F2$0-!E<4659B(:-%?]1:H%^(U@'F,U//E^GB\\GE=!8V) MY$I"R@RCB$)M>;4"<"ED3G*Y\9^F]T&\!BB/DG?3;VUIO-15<#1N2KEQW(*X MJQ%21PE4B" A!RO%"V\(\DY5" KO M5@FU ^;@)^H_#N.J2E\9ZN.6*OZ?$BX*U],X6W>2B/M\4"OM4A]3MUJQ:L_< MJD' P'DCM2!4$^"89=16+B'(@2P?WO$?BM<6[]&)VQ#+OI3\QY1)[^;^SS@U M4R:]FR^I3F9Q]VX>EZ:O*1&+?^WA7F?Z WP8Z^._BS3 XDY]B[]]*#X6C]MRKIM_3(Y*L+9R.]U5D Y! M@8W71% NI<%45*=F.)W<7O6A>#MJKW641\$[N[/<4V7X#\7B-J+;E'=O=!4< M5T@8R:6GQGH#D3+5J1G&R%RWAWDGO,M'>60&]"X.[6*=42".PH5224%3"C=I MT=X?R#'M:U&\CXG_:D&M/W1(=!V@M M!9AK8+A&O#J]]!ZJG!.@\9ND+=/F3#![MSQO5E^+A2D?8V]?B_ER^FWGQ_\R MV6/OAJ;[WW6$KH:A^>.#@0 (H",B%2&!2@M%P"X%(@+6P%KK9C@/A/\I5 MK=#D4TV#4\8QJ*"(6HC$P7HD=TG9$$0 #V9N/BVF90H9WQ@=W[M^7,_2I>K/3=+#?Q31Z/X\^7N[TQQL_A_]SN>A55]; M0U$T[#%8PU*20\JY@!A";+S8%42'5#M;RV]G4(Q\N2BF#_.M%7S[_?-B,E_. MMM/\[G_6RU6ZIZA&G8_?.6\+4&$OO1 2:*?B.IM. BML(UK> M?5I-%JO^M%?GI"S')L3>;.$SAQ=13<.;WS6=']V\, @IN8/*($\A\XH3Q7=5 MZB%S>4M[UD' %4Z.44APZ/GQYWQ13&;3?Q=W_RAG=]'0>,Z>^:FXW45)JL5T M&?_);DJ&?M@HSHP9DOO*H(P2%A 44:9:,<1,5;P+,HS@E>5Z&LNTZ%EL?4V, MR[>J/ .&LJAEB,6(QIV*V;F>15S3=7^?AS=;J\K-[ZYJ2@POM9'-!O4M;A93 M>I XY$^36?%" 70P&\YY6^# R$ALTIR#E*B,08J7*W".;?K9T?^_&>/T8L0 MA[:A6IP1K2$HN4G5KY1&&AMF,:95T53(X@:NU_"CIW(9/_/;+[J5Z%!L_UD5 MZN+J!82&6@ 0@4PJ)YS9U82$'&*>LV4X.T#JM8UTA?-A>!&.;&J8[4/Q=V;C MJ+M\-X\#JW90/@K,3)9?_:S\ZQ_%7?QG=W]?W+8X6?+>'S1W(*[%#F/)&4_Q ME415V$N,<@YNZ\>(_<>H&E:L0YM9SP<0SRO#AN2 E W MYMT/@\__/)7+R>RWY*<48;B=K=,=T28R9[Z:SM<1R*V_ M9#G?5D\Z,J=Z^H) -?91DQE+HQTLE75.[S6:4"(G"!6.T.V^[TDT3C'V-8V> ME]!W\PCD.D'P<;K\E_I[>BQ&_UBS@)%#DD'H/*6* H5E(181JRM M1L>EJI5>Y1+9DR/HG];9%I#MBS=^.H]:?)I2 U73Y\2*>*!%0 P!# C@R -H MM',2B_WXHDU]73&38U\,VY%27RS<^.9$^2XC=I^*Q;?I;83EYOZ-02S3!%V^ M_4\GU\TV7Q.\ADKK*!IH";7:&(%HA61$.2>7\@@U93:?RM&(HB]2QR7E6[%8 M3>,TML67U?-MZLFU^43+X#0$6EBL&'5:<0NXJEPWI?(X1]6.D'K#4.6G"+4V M13+0V='[<;H;/WV%?Y]B0U M,"-/+MU'VP47-WK$4F,04ZFX+3.DVNA)*JYM+6Y%ZO68U C?WM(H%MN$>VZR M2%G.3J^K;S<(" EF'6.88@R)U?+YW%\!H',\!"Z'/>=*^G4NQ#:@O9XKE?<1 MBW>Q]S.6V2Z_(C"B'#?>2:VHE$809&4E!^]-CL?8"#.*7-BR/2+)]S4#_RC^ M4K>;)(')Y6=1SN./MQLP;A;;N]MW\YV-_?JKGQ*X_SG>A(? MJ#PGCLRU3MX7,.!610R9TU@9'\U^CO?:S?I^,C7WG:M_E.0MQR?N424A.>KV M/<;T\'5NQ+>N@O'WBY3QR1;;/VLD(\GO/!CDL%4<8LF4%-Q+;ZMS!( %KE6P M^B?DWBY$TFY@_-ON4]V\*' =-QV(8&REAMAA!O4>)>BSPIY&:%GW2:MR1'(; M@]?MX=B5+B+\$D88&@BA,$!8#KVPDNX]D^-ZP'(6_Q'>=PW [;Y%-#2-S_>2 M[RN68I,NPC(1Q:2C_>,DTXAA4EU?@Z@KKJQF[0CIWH?8AIX"#?SA>PN=V*") MI6*8:@>2H[#"*3ZK0M-(D!.W.L)CE!%.@E[D-JJ=V^:DZ?(RP1JGXJ9=,6V) MMX0A$M?>'>).8EWK1J:;$3T7>:CI@+V10)U$L9D]!P&D89P[CP2TU$!&:77: MX0"#@Q7^ZC^/;&WVE$-*H'<]\6%1/A6+B-/\+@'VM O('TPY5-_S83:9KUY^ M5 U]<;)MD 0HC GSJ2*$]@PMB.!)PCR6LGS>Q[W\YEG'7UQ3C>!I+I@U$.- M, > 0X,MK-!P0N:4$AB[L-Y+UPZ197:2@VL]'!W M3.^BH.HY@W05[A%%?3L]=5GU\K% @0.(&QS7(F8I!XJ*BG4 0),5:GKQ\[ZV MJ'\*\&B,\%CF]:?UX^-D\?WF_L.B>)RF AHOU=FMQW4>B%VA0Y MN']H%?V^CM4.?K3^GCRC3[C]UF@='&$*"$^(P-Q:K1"'J!JWEN*:2YVTSXVZ MQFAC_ ?G7:UHUAJM@X((4R6UL%1+BY0BE=N^T][CK-0 (^==J[2H2[G&T->@ MW-M>#NF 9IV@_5AL3FV>E?K\[E-YO_HK@G70P??,'H)%<2A,L6CT:2H0H[8J M)^2TI':P )HAZ=1$Y&4?\/>EQ39UX[Z6L[MWCT^+\MO&7>RT3_F15@%);Z&- M$]! $;6]1UG&"3%?K11&1\-._TT^GF76X48"4 M"B\Q$ H@B3TQ7MAJE )EY9_*NHR_<&*UAGA#7BT7JQ>-+I;O_G-^E MZZ]-).S&\>^DXCG6+ @JM&)>2(H\Q-1@S44UTI2U-H-"9Q=TN"+5TR+F@^_Z MWM<(?CK=.$#F*79(&N($\6?9\7. M<5X]EHO5]-^;WQ\$&)^_)RU7D]E5 M$+%%R,=RW:,L M<<)IH2#FS #$/2%L-W+D"/VU+Z1KTZ+V!4U#W'M7 A^+[6YV$Y=BODX6#P/. M_1\^)L*YNZI0<;/];5OHZK0.J-U'$(YZ(0BCS@-MHF8FD&PE([C7MM91R4 X MG.?(VJ2[H*0G$"K+J7>1NP3!:O$27'![S:X$'5#HIW0\G4MD%)IDC-ZM_2H9 ME2XB4G9K!QEG3DG&=AL,+IVMEW:W:V^X Z,QY7)ULOC$&;T$CK2,\P-K#)S" M5 ..3(6%-^R:?64[(,Q!W[BV!7&YV3"IB(,RD)IHT0D# )""5.-4(J\.T/CN MTSIAP!D9+<]#^[(S6E(?%WUBJ>58,TVD\8I58V42Y=S4CI!9K4C]K(R6Y^'; M7T;+GTV<&EDM#S4*QGB@$%8$((N@<\+S76@#5Q1?6Z+HEB1^S)3.@;'8V.9_R.=\[XO'B:SX])^_5RP5GNO.$")@ @93C9?Y_ .4DP1NB_W(*< M,Q$JK_\\)Q"*ZO M:7/6./Z8/-:H+-NLQP"(@0)*XZP <>D0@*)JX3!1F+7285^.C3XVTKW.;M*+ M$/L^97CSZT_N%FJT#E&]2(F<(# NL(1!21C?CQMFU30;(7D[9\>!XXGV)##, M:7Q!GG#:YBS[AQR%Q9[>[6)/ZZ,FU+^/;%(??X M-"N_%\6GXEO4JM$..;DF'F@1O%(4&T$)=Q!Y[8R6^_'%H5[906L+XTQA95[NW/(7YG9VBH!6L*T,0?,U^GMY*%\-XN/ MEM,36Y=Q["7YEEF>KTF\#T,:B?S_Y5W&S_*MX M*&\6\3^'3HHJX5EV MI4@4793U#U;<:5*_FT.6)[YK-2A;$KEWLVFB.XC7M? M(^%8!"8PH!:[7^[E8/$[G M&^'=W&_26!_AT+%FP7&/J2< 9XZ\TW M?]AHS'>/3Y/I8AM_?50A'6L6%,31L'2>"A;W(3'C*QGZJL#O01-N!!(_-WY6QV7R[^FBSNMKG'?I4,A\P:A"A,)9&54]$R=M5)4;1Q M9+W\1QU%#?2>?(Q:IXF4AGO"D:2,.(4J+#R$O>[N>U8A[7 D(]_8>=CWM8RI MN_]9+U>;! ^^7/Q1_!758+E.,1 /'Z+:B3_>%G42LYS53_ $<:TT!<)R@I A MMJI4%/$661;Y"'G8"4M>)X/O$/]^(PW47?E4JP306X\'EY*38$4$1U;%K:QS MJ/(J G&<5Q;DUY'4WXPVR *Z-W6V'_^GU61^%XV=Y9]/=W&.Q><90*?+2M5I M'^+^PRNJ%7 >2R28%5426@Z2>7A=),L3_\]%*UH'> 2W>YFQ=G$F,N"M3R&S M$#.K]/[^&ABK.];N/'S'$C,EI)>4$.FB%2 E,DZ:2K="!>2519*W(+VZ,5/G 7N),5,2 M8$<^84]9(1Y_' M9W(*LH[P_K9]XK2#ZPCLY/=M><$!H[63B$7I",58W-**RHL&(LERMF C9-3 M%G-3V/LBW.&#CYN%^3J9/Q3OYB\?F,YOIT^SPMW?%[>KYZWM/]>3^$!,YEC):*I#B M_<@LSLG)?[96>RH6T_+NTVJR6/5'I1QIUW&X.@_@OJCS;GZ[2+X\MMC^^6Y^ M)IGJ=1#B0+%U-N6EET2Q%/]9G4,C%"WC/G54[_[J+5*K$[C[(MN'R??J#NR' MKSY"KT--@K<>&D4E(!))@'V"L!JAY:Z?C<6/UV*=OL9[, MGF]:X9DKX,\=!(8H21XFG#)I =&*D#V8DV3HI[X$C6-?39#LA;T\K-[ZZ&2F?".PK'SX'+UO?KV"FX(UAJK5D4 MD8T"QZ@J!4R @ .6KCYP7+\PZE:L;]!80TA I@1'7AB(2&_U2J M>DBMLOE0'\5NROE&CO\]77TU*2? 8[&HI5-J]1"(BAMH3H@T*IH,CFF/=U:I M@I+76;PG-_?U4W*;]PO0Q/G)S_RG^=GD_V5Q2G_(B;^<% M042Z>^.E>&\4;'L&Y,CN8F9"O5OUMEX2 M+-($.V[5-O*.$5U%Q"GD 1NLS.Y_9D";3W*BXGTOLP)$3A@MDF;98,,WB;G0W M=BR4_H^^'H2U9XIEL/.!W9^_P/9?($ Y1,Q3:+S$Q!"_.[!1ABI>J[;,(!C4 M.46LVT4 J8BN4@9Y1"/S(7.TLI&-8_7BY2]NC6N/&V^K@K9A'UH;/->/'-%! M8>79]Z8@E\MB54-7U.XC6 = \GV(*P,FQ"",X,YG7S%*Q(!Y)8[$ 1]U?SQU M1IC5;R" "6<5MHY+Z3R$FM(*+YZ7]GR$>J4#'M7V<6U?&HUCU]ZT?+;&UK2X MF\X_I!1H6QO]P"E>DVZ"YL@SXXB02G)KI '25:/#"%]9E;B>F%#V)I ^Z'8P MKK991T%ZQ;'"D@ ''3$RSN%JKQ 'S*Z$V$VHZ=\O5]#%= M,__79#%-,\FDC/1WNZK!IPJ#U.\C4$,M\, Q'W>*!D.+475RR EA.=YB%\RL M]@-_8UI]+&;)[[:\5[-9^=?1:,NCSX=D3E 0[0CG$18<:E'5U5*<"I.3 M6VE$ISU]TJ4EJ(>/ACMN#M2Y1RW-E/'=<"[J .*;]-RO=RJ@6,[_^S. T&.:N4P-@1S#@"7!N]1 ML^S*7 -Z9%DYL*BNZSY((\M3("M 6*4**1Y4%;.4X"8K"^@5J>!\FG8AC=Y4 M[B19H$+'=<$#@F'3E G;33+JI$RAW+JCXQP8>^8#346\X; M-S_3V7W#YKU;"^%U0.S!HYS330/U'GJ!E;..*>6,VI>Z5I(AGI.4=H0+;C_T MZ0C\OK24WT0_O=T@2,\M4P9R1PRBUAA7)9U3TBJ1$^@SPA6R M7\W4"N0#$:JV$CNK?3 "0@BL!] !0:5S1%502@/5E44N#TJW5B0P$/OV?]R6 M#_/IOXNCWKDGVP8@ 39Q?PX,CGJ<>:ELM462"N,$A;I!=^2(,Y(.T^Y6/Q5"[2E];8%Q]J$APEA&.J/#(2$8,549M+TX@_\H/& M(K[^9#M=WL[*Y7I1U(IF/MTZ.!)5G!)<",@MY=PK /9C9V*P\B!]E#C.YL/K MR.76\1[!##_B?G@5DY\2 87S &&*&,$<(TZV A'&8U++JN_H*A-X&DA8=!Y$:<*-#R2NAJG)88,YMHPY$2O+?O7EWXMH3R"Z6W* MQZ=ROCGWO/_Y7Z]HGD.-333/,#:"&&"$4^.YMIQ;0FV<)V1'RH M1G@6I'U1YO=)A'CF=%\MEQ?X328^.M@L*08WB]M([:E6< M/MQ(58V50IZ3QR*+15=B#74AA-X(M_W$DV4'?W@N,&PU]<1H&P>"-7>(J.?) MHZ_1)&I9R&\?VS:"MR^J_*.8S%9?343IY*KV^M%@+80,:(%UM!8Y)!NOV]V( ME!B.,)UNZ,^59MDJB(V]HRIBJ[MOTV6Y^'X\,.GMIP,6!GIG.=..(,,XBIIS M]ZW,2W@EADL[ F\/Q\8R=W?KVQJ!C*\>"X;&3]). \CX"U3Z7V-J+$ZS8,2D#(CC*1"4H8$D:*"CTE!8Y@1)C=>R[H@SW>'>+-,.YM3J]]:SP0F$,*? M>H^=PZ;F M=^KN<3J?)@A6TV]%RO4\/QK[=$8O@2$'B=5*>4*@L>DRM#FJWC"X#H!A: MSR%VEB)(".:F&K6 2.:$1_!?S<#J61C]Q>-%,=Y.M^*-L^1ST?KD_\YZ"B9?C[HMEO97GWUW0V>_?X-)DN$D0G MCL#>;A ,DY0(:UU@&CFA'>5#Y?GCJSX8Q/&M(K"F&V&'75%L3QV MU=3A6X,W#!D)G<2( 2,,]7"/,S0D)Y,F//]FJEQ-9M?&\?%(;P1!>;O?;#(0 M+*\H!H\ Z23R2 .M,$""2;DSX+FV-1V3KC4&CRBI4C@X!DIQ#9A4!%?8^ 'S MG@T9@U>;+RW$X)V'_V7[I!OGXU 9M,(X36RT2P&OQJHTO>I8\"ZI<99/^GE" M&+=/NK*$>T>(MB8. ZETS;\;B^$ 7+7C3CM"/NJ3?AZ\E^"3+B4%4DK#"3 1 M$FMLM37FT3Q35U;YKJ$T3_FDGP?BL#[I$AMLE"02.>($40Q277VKCVA=, M0X&WAV/?/NG:Q&_"+E*2.L4]=1K3ZNN053G!;N/U1\F1GR& Y#OM@R[DBKID)XCQ( M+ST3!"31[.*40T < -)2;"NCRR("4TM?+O1D_J\/+QF1%9YW MUBN"I0J25+M3 $"E11J[2CQI6Y03G7$@+(%$8SG$OUE-MOI6(RTP)L1058D<$L=J'3.;+ M^Y28.SEDWBP^%8MOT]OBQ%5YC=:!6$RT9:GT-+2466!1==."( 0Y&\#+H=:9 M%"B[AGDD]#IY55ZK?2"&($\Y$*FBN3)&(%W=%"-.KZWN8:ML.(]IC?#NC6N[ M;XZ2NOE6+.)03E^N'VP3#-728:I3/*&SE#NRM]D0(3S+;?7B.'6NW%^SJB64 M!V"26GTHI\D2/I=.;S0,DEG%HF%A%+=:0&^1K7SR$"/@R@IL]L:I?*B;W_4_ M/LW*[T7Q.79SP%9Z\[E K?7.262@D\)XPJFMAHTMM3F[\A%2H56KJ U 6Q'X M0>OEP),!2".D]$@PK83GWAE3:3M,L1S,U:]=H6?*YY"4&V'86,Y^/9NMHCK1 MT]DLL=1L#T\FQ^Y2ZS4,3A"=JJ,PJ"G$7@*P/\_$0,"<":) +9E]VY%LY MD/1D.5W>W']83&]3N,;Q\Y5Z'01@6 K0\@99(:F(:,)JMT>\\+7JGIT\:*G;17 J>4HK*I'U %&I(B05 M;J*UF]NJ+%V:QKA'I?O//3 MOXN[]*%%-9"3.^1#30)6+)J(6%G-+*72QT6@6A ((.J7X]6Y@B\[P;G'<^)" MS>\JCZ=E;3X=;Q@L4URE2$@B'.8*QAV(W4],A*[LQ*5S5K6*=F,C_$.QV-Q+ MSV^++Y-E<7?< G_[Z8"CIM:,*<9,W))"!8W8J^QHD.9XW8S09NJ,&>U!W)MK M6'F_^BN"MCN&_+1^2MXA&U9/YZMBGD:A%HO)_&'C%W)2 S7J+T0; 1@$G778 M*(8]\WLG=.HISUGNLG*&7AC]^A3"9<>M- MD'"=[!';!'C<,>D>2.8$@QQ@#( 5V/GJL)9BQP9S2>W(3; =N1X-0S\/T4L( M0]<661+5)8'$6TNUQ72O/+4@.?&J8^1(,VF>"D,_#\2!P] =B-TR"01ESG'D M'*ZL>X:5O[*]5)[ V\.Q[S!T2["7U."X0$8;2!+GG:N^3BE[U6'HC:2XOV[1L&>.^6#5\ M%1> XJZ0 I<62T"$TG2?.8(9@:[,3:\]FK10N.4\Z$<0U;*9HL/%JK29#=)R M%!6*MI;(*%_#&:TV)<(C:0;,!GE,/7Z.:.OXVG^=O]K\V#Y@[CGA(NI:&3\# M:\]DE6?<.ZVN;8.:38,S E6:@MS;B<9Y$= U*->PQT"A ,!3C*,*M!I" RH% M*+Q5=+"\7$.F'6W*R'YDT)]=M,O8L)M?VSC0M+I6 RB?LT6DVDRG2=JTR^"Q MU1XCZ:UG3#L!*:TRZ7NNLBJ:CSY90MLL[4D( ]A*L^(V?O _UY-%E-'LNY^F M*Y/I9&8GJ\F?\TDT_N(_#V8Z_?Q=/X8FW\[*Y7I1)^SWS)X"-]JDM"U(<&6T M1BC:UEO!10&2>L9P]T6;FQ]+S9VH,OG&TP$)3R5B7F+)L,3<$5VI3$((S+G/RKI+O2(: MY%YU.%W8[PJ[3C5-1X*ANJ96*QN784(\AWX_:Z6LN$MX7V5J7PC#<2XAL MO[VX>_[T/XK5S7W<%JC5:C']LEYMKH_*_7&KBPU6WVM3-.,=@2G D>)2"_N33%\?CM]=:J']X+L0A $$UP@9YB@4$G.AJ M+#Y.XPRNG5UB_$JU9@[@?9''31;S2/#EAV+QZ6M$+\6SW-8X&#S:+O"X888F M941AUD!E($758D"9!CF*+*O$^!61JTT!C,<2_+"-J+K=#"G++/RAIR"],-H( MY[ VA --B:PL8VJUR,DM,?;KGY:((48PLPI: MQZO[6H:LR3$4Q^YYTPWUVH!Y* K9Z6R]*NX:&(BO6B9S&*<"9I8"@S"%<0;Y M:KR69!6*A&#DO!K*1LR3P:BLQ-U06K$37_85G ; .DVH<9Q "+"M7#'C=&1D ML%OZ =1=8[HTL14SA'!!UF)-VK;\IH"0H$@#Q8BPSDH"J-@O+H3 *PMZ[8K' MPTIEX"7__*4^6 Z 3.E,T_+EA)3&[I)T48Z%N.8"=UU1L!VH^Z+2?Q?3AZ]I MV-_B3'@H_EBGT.*;^\V7+V_6J^5J,K^K%T-V;E=! JFM$D(#++"*T\EXM$<$ M\RR'W[$OY'W9EQT+96PT/;5_/JN? E02&+GE)>8:J8$JFPN=]>/C9/$]:NCI MPWQZ/[V=S%?J]K9S59_43+&".(.D)\@8S MY[S&I,*",)AS0#Y"*O;$F[(_B?3%SE1Q[.9>W95/1S.A'GL\I&H^B"HB$3*. M""VE9+N1(>; E567[DCJKPN)Y /=FX+;C_]3.DJ:+.Z6?SZE]#[Q>0;024[5 M:A^$TU@:#I-C5,H)[0B%U=@A\5=&LCSQO]93'0#,0?EJX"?K6-1H';2R0/H43P2UPT9AK M*V$X+'6.VI1MB*=?W\I]J9#WY3;I^PF%>Z15\!8+#R5E!&H =$345"L2-H3G MZ,T19MH?1F^VA__ /#NI^(ZV"Y1#;+!A!D@">;2"DC?H;JP(L)Q(_Q&JO%:D M7H])C?#MBTMZ,DN%SSY]+8JZ"NM0DVB=A11#2:H02FIS#OQ'6 M#QM&6[4$_I#T.JFG#C=*H]3.:4^(!,1IP+!QNU$2'/=LUZ6D\H5=@SV-D.TM M6]+J:['XHYS?KA<)L&TRY9/G*4=:!K[AUFZ)9_?N?]=3Y^VN^9TKGG"P*K1 M.GC#J5'4"&Z9Q\YPI:O=-5&"YUCK(RRH-8RMU;X-UH$1*Y'% M-,X^&15[G'W<5^-FBO+K6D9;94)=EC5&NP;+WLZ2:\K'IW5"\V,Q2QEF]Y\2 M/ZLJGWV\5&3]'H+P4D2=S:T$6#M,D"(57I1C.%C1@)X9U$3*91^(]Z6K?!S% M=)6<;^=W?OIW^NFT-7:X4> ."BE11VA]=<&KUD%N M2*7E8O6"1O%OKRD4?Q74-.(UN=^,]R!MWGXP*$<(99 AR(SQ$B"+*L. (N]S M5- (C]>[H$HKP'9)CX_)-CQ@;__P[\'&;U,@?2J( [>(Z&V=[?3-POB":@:!0AZI@G1BI$<0H*VGU[)#RYDL/FQA(KV\&M M4YE/YZ=E_O*9(*G55*DX;,-)Y+RFN/+;9M21*TGFTHK,,W#K:V]A)LNOT=)) M?R1KY]MDEA:X]S4JVI]H&3B5E$D..##&*FT=H_OQQNU_SOG;"+.)#W/^UJX, M>MO/EHMB^C#?'E;??O^\F,R7DXWSTF_1PDZYC#X6D]GTWT>S_M3O)!B)O6 > M*,$LH\PZ@*L[%V:@N[*0F]8X\7JOVQ7@O:FZ]>-Z%@7XK7#W]\7MZF;^,<7B MS8N[*JU1E2D+'E-[]7L)<7TG5#NKO49.&&?$WETZHH-R=L\C6BJ[)EYWB-=C MWK*BWK*X_3\/Y;?_>U=,MZR+/[PF6_Q5L.7M^MGGT\WO[&3U5D#AP6>#AP Y MKK3W6%"AL12NB@CA6MF?V$Y"E%$#G-:?.MQ8J)]AJ MA/?KG2UNK2,],,/B6GP^L6*C(!BVRGMN-.)("\+=_F"=$YKEN#C"T^6>^70^ MP,VOR-\:V>^3U3KE)=DNQP?OQD\W#<8+ &R< ZG4*51"/SN)&RY43M#Z"(\5 M.EGBVH=Y<*\=MUQ-']/E_I_+XGX]>Q\W"XW\Q][J)T# '.<"*ZVHX$!CP:L3 M?JLP,QF4RZI5=AF4ZP/S0=:\K5=)Y4&B;F^W^]3BKHF15:NS8 A*^4&I(@ * M+)P3MG(7M8:9'.675=CLLIC8.? CH..FS',S\FV:!H.DMX@I2.++.4AULE0U M8D1LCM++*Y!R-5QK@O,(F/5R7AP]**W913#6.2R $Y(1Q+4U"E>ARI8KE7-H MD9* 9T]%PE1(PA3"U>_@L@";+ M:?87.G1O!=V^N//[9/&O(GUDRJ]P]RU:F=-E*IN\C8XYPJ'C#0-B#%BCC;30 M0DTPE:3RX73,VUKID@]QZ1,[S ,>C>/P!?+U<>XM]@D0+C[ M4"QNDT0?CI;BJMU)T(0[KP4"T81$F)N-CMZAH 3+N32$O]")?&>(]VU)[0J MS1\^%0^;^ZL:QM1/;8+GBCBK#>862TN!!;P*'W7<^*PDH;_0N7Q; #^3:%19 MK=\]/DUN5\_9"*\MRS73W"OL!=86*ZXL('3G_FGCDH-KZ=:.9OLXLUQ3@JQB MEF%B!<56 *8KO*04.2%F(]S2MT&<=K-,\ (510*0!1D4N[NRRUSV%Q9-N%\8=?/ MI'0>LHT]$?:VUJR8+(M%JG16WJ^7\2_+8G4\2K]&TR"0BS,*(N(1%,Q9:A6J M1D$ N+)T@&V(L^P4X;[T3-2SBW64RW3R93J;KJ8U@O$/-0G<,HB%U] ;R8VF MD"!>C5!RE,.A$1Y6M\BAEI%M2IVC9-YN$+PQ1K@X%QS!!HM4'6#GR64Y M(C)G*S;"L^<.5$PKN#96,':';QK\;?QSNIKO,PL>5R^G6P:I"0%(4FP01](J MS2BIQD"MR:EW.<(3X[:52^L M[T*U65*S>8!>HDUQI!'L#3V<3=I*WN,$R"O M+ %(3VM1)LI]+4?O4KC+9*:>GF;3+19;3^'7T7F;N-!IK:S^33H,"@M$%/>8 M<6X\\X*R"GH.N,W9E8_08A[FX*<7T8R7N#7*!#3K,EAKHX&)M%)<",PUQU#O MI[;%5W:DU#6-LEG;2"J]'3/\4.7ER%P_JR;DB7X"TMS$]F M)SOBPVO_X)91[S(KU;Y"S*?;8CZ)2OQ(?L(WGPUZ@Q'TSF!.! +,.U:-A>0= MFXWPU*-?/=86ZITR:/=9?\Z73\7M]'Y:W!TTZXX^'Q3R"NFXX];4>\XY]!Y4 M8X* 7XDN:D&F9?MH]N8RUW#^O*^1)RV[[R"H!]9)A+%&TA&JK*RN,H1S+*=: MQ@A/Z8:QR?J64F^W"-6AT_MTZ/0Q7;/>W/^Y+#8E0HY=)AQK%RB(%H&,5H(C M*)H+V%!2W9@(8,&5N7?UR(W75P\M2F%X77H4K%UNK[T'Z3_7D_C _6XGWTB_ M9KPO&$X589!1!J&VE"E%=P&_5BKAKJQ"T7 ,'X/TAG,@5G=3D,[0M"0RSXE>?_?TTU8XW#! 0HCQ'2EC( M,(1B7T?,2D%A3B#(%>VHVU[S,\60[7:00LF+^7(KL5V5N1=3X93OP8GF 5F) MHQDCE?4 Q6%I2M5^"HFL9.)7M+5I3JH.A=%?&.7VZS]&F,S&R^*YM.81;7:L M67"4$&&M1L:!:")(XJML[G$2<9ASRS%"1X;A=%F+0AAX^:S%N9-M@\,,6Y/R MO! -G*7.VNKX2QG'@6T<:2&&G89?7GCQ][P7&6WEI+N22I4JW@ MRBFDMDL0@L@:72M[2T<7GE%2\6OOMHX%Z;N_?XY Z_BV?QV[ZSS2+% O&2 . M8^<<@(XR2M!NM)@IE!6QGZ,-GA;3,N6"W)Q5='3GV0('7E]PM@=U7XO-G\OB MYK[*?WCL$N''!X,2S!!(K!8."*>4D\Y5H]$LRV\WZW3J,HF3!6Y?5/DY\WA] M)72R;6 0 <<0LW$[:8S02 %9C1D1D).A)NLPZ3()U3;>O3GUE(^/T^4R?N]R MEYQI^]WG+'>U>@A0(0&$E0Y9C*U%@$"S5\?1 +NNPZ1.%KLN@.Y/F=T6TV_I MPG9YCA8[U"@H2Z 'G&FC/6#*Q/%6**:4^3E)_[*.D2Y5?;4$=']Z:[F*.Z7) M670ZW"A0A1T7J,4B4-D8(RP[7>CU.(K*Q-O^"A>WM0]W?VL"SBN[[:XELQ*S=S M(1F.KTHFG',LT:"_P+&DQ!H%*,("8"DQWBMZS$E63>I?\ B_#R'T1=#?RO+N MK^EL%@?P+DIW_C"-EL+&XWOY^N\G;;JS^PHT^?HHAF6\8>@*^+[(I]?+Z3Q:OM' ^#*=;R1Z>BT^W"A(&[?] M%F"(L(?(&,5==8I$J>(Y%PYY118NDUZM(=U?CJ+;\K'X//G[C.7T0).@D^U* M/9&&6@BD!\3L9XSV-HM+O^#%0DLX]\6D3U\C4#KNQG_P]K]YVOG\O]N<9,>U M/IT'G599#7H+P,0Y)N.6WQ,"K15&05CA0BC-*ACS"UX^="^"_A):[4N_I2OA M,[8.)UH&3>, /7$>:TQYM!40J@Z:&!4L*QS]%[R?:!?N_N*$OIQQ'_'&TT%X M;(!2CAJO"!/ ,RRJ<3G*6BF#[,MR&6\7-3@L X\F0V M1A6[^>OLI159AV"-^PQ4,\N<<38=F%M$)4"DPH@#F!,3B7[!&XJ^!-&;A;#_1!>C#)W19GLN]<[L* M2EKIN8JSSTM/#9>25K?2R0D@;:;Y'+7$V9+J294$*>,)]0JX)C> M'1 S*2K%8;>D75S^[6X6\^*F_LCNBI=[6^BQY=OAH\O:YE!K;XH"*V(-UY" MA7$T#KU6QE2(2J2N+"->&]1Z;2$-*8_>M3V?3^>WQH-Z36 M]$RM3+G'/^6(GJG?."!B,:824:PTST"D5A;1QD@4&H"M:JPT1&HH31'AQ9N%\PIAY#&R/3& MWI91LUGY5RI>E!+*VW+]976_GNVQG=_].?\RGW\MJ[[U>DG9C7&4G(KN7/)YVE'6ACQ"]8>*.%^ M=A_!.TX1(L #A2P5*3D"A=-M'.9\-I=H3W0A]-K-_<_V=HGV79& M+\%;H4S*WH&EAXIQC[95HQ(.Q/(<1_JQ7^=U2K[N9-"0BZWN,-X?J6_3J)_ ME)8. ^I)JM'"* &HVE]384U.RL.Q\K![6Z\/48S#Y-O59&YL\^W:!^H A1H) MQFT<;RJC1_9CCT/O-?/FTZ9*Z:?59+$:%QD;4.4L"["9,,9!1/-ULGB(*KY, M'I(IKGZ;A*TQ,0_T%SR-F"B@O.&(:8>=IF://,&_NK[LFJ+MB&40(L<5(!Q7"&!/!RL4_(L0L[$DQL'%MM9Q+#@77 ,G M+3/**8>?EPXI?4YBHK,==[;KN)O?_5I,;":*D=VO?,YI[+00EQ4AHZQGS MA ,-M\6"HDPDP[[6KO^G$;]=,*CNI>O^=#$A?NQ>O85>@\=:"H6B0L2SHQQ*(C6TQ.X?TG^^3);%__O__/]02P,$% @ MQ9594/B3R#[B'P0 &3$V !0 !H=7)N,C Q.3$R,S$Q,"UK+FAT;>R]>W>C M2)8O^O><3\'-.7-N]5IV)D\!F=5Y%A)0Y>G,=);MZIJ^__3"(B31B4 %R(_^ M]'?O"%Z20+)DR0*)6>=TI4401.S8C]]^1,3/__=IZG,/)(J],/CK.^$]_XXC MP3!TO6#\UW>_W]F7VKO_^_E__?S_7%[^3__F"V>&P_F4! DWB(B3$)=[])() M]X=+XA_<* JGW!]A],-[<"XOV4NSCZ),%)[O.;QT+\BJ*&@]7ANI0TUPG'N> M#+6+IX_J2!-$2=9ZXI#(PWO^WKV75*W74[2A[!!5R3HKOCY,OSZ/89SIY[F\ MV2">))P(B_RV9#8\TD"\X4Y!_%?WTV29/;QPX?'Q\?WC]+[,!I_$'1= M__"$;=ZQ1A_CX82XH73$]_05UXL_+#7Z(/*"?LD+EY*0=3.* M+[T@(1&)D^HN2@TJ7H]'LTOO/EQ]-4ZF']*'-:_%ZUZ+JU_SAI=QXN:O/=U' M_ON8#-^/PXWQ2<4+X[D35;^ 3RI>B.;5S:-Y%?F14H[OKZ$C/,W^ M?P4=899Q[?SC&CX9^A%9PRGT<<6KGA-ZU=_")U7? CGQ@HKQT2^QAU5K%,Z# M)-K$&HN-L!NULINUKU>\1J4SKF&J]&'%H /'&\;5WZ*/J@8XK-$Q\*"*_,%# M#?6#A[H!K:?A0I.* <;1XLO%^D5UXDA9%GM-+)QI&H4\J.+GTL.)5=SB9C9PZHO#D>7<=4RXP?ILRHI)4-_Z/A#J4Z?YL\K7GZ*B_F5;++( M\\*'__GZY1969.J@J"5.,"0Y.8FWGK=*#:H$* YE45 7/DQ?3S\M?4A;%-^; M162(Z*/V'?U#NOP?BL:+$E@[V/QQA>1%-9HAJE(,*(W)\ZR*/?-'58:*0(NZ MS[#I5:B@887A2)70L,IH+)CP6EHLMUK7T6:T4*V:%KX!J_6"D4"KBHZ/ULQM_9QJK<0&"U%O'2J53?J@TK*[WL@# M(0$/Y'+F1!4 >:5)-<-7?K5* ^=2*:R1X1H!!BIU8+>JH&F(.>JH&2 MZ;]JS#L^J?H.#"">SV;#^O'1QU7?^G/N)<\U7Z//JF3_J8Z BC.P/<"@FYC M,;RZ<57Q!>C0^QHS@H^JYN#6:2)\4O'"9!X%"S. 'T)P?X-X[B?@6HZC<#Y[ M/PRG]%UP4O,WZUS!2N\/3=!:^U0M&0 L[RLL<(HY[ZOT&6A<\"#K/U8\IVNT M1(TZZDTJB8=CJ/=F[ZL8&B!'/6:J!4PUOI9;Y6F1.CU,*O5PV6.H-T2+C:K4 M7HH6PW#XN!Y/8HL:X%0/F:H,]:R&,^!!)9ICGX_GTTGHU[RZU&@-OA/7PSNQ MRH E$]]S:@0Z?5BC.&Z^4["*'G!C+-FU2.H_7H5MWJ3.G /3RJ5 M0YT4X9,U<]L\K9H9!?-IM=IVD^@#(L,/T()$WG!)J]0B@N)YA59Y BOPHS[8 MAD^7W95E%V_%9:D/_=S7F+[[*IN'L:SU?FG1H"+@A5!MO3M:;E&OK=<.8;%- M!7VC8!!M8FL-8]5<'M6W;E3 MA/*O:U6K]F9C5*+:A4:F")Z[%$]K3* 'JCA[H@ #ZJ=K5 QIYJ M!#][6F-7JF);&?FJ8ULP]H<_Z^?U\&=MH*K"K2O"5%5N'34SZ]'V.J2]#F%7 M(.LZ5%6-IB9D6.\%P\1Y MJIDZ?5;QTFQ6$Q"#!VL4Z\:82[5&\)X AI'A@E8HEC,+.WY((B>(1V$TI9%C M[$>YY+6%8035HQZRYC7^XMKBB!)$%%9&7:W'-@U9O!1[%3[C)G^\-)(ESF8I MZUI07>V;D#I40"HA :9B:Z@$3SZL)F4]9UR71X(G53SGU,2KX4'UZM6N6L5J M)5X=,LF>5/FE0U(#[/#)&LM*D-N_AUY0DS^I;E<#@-TE7SJWE>QA;L!JM$]E M+B*N2BI015*=3D!=O-Y=J$G(NE4@C7*!6^U#L:3&6G>;/:^1Z+71G^K(SY-? M+8VU^M=RB"FB1\89\>PJEQ^5$':F+/U698BH82:74*$QJDG>?_]=_ M_#PAC@O__8^?IR1Q.&Q]BL/:=\_WX?N\^>?7>^!BY-G'Y9H!)U=CIRIYS]_O/.F M).:^D4?N)IPZP2?Z+/;^33X*_"SY!(,LOPGSG?G.,SJ0Y-WGG[VGC_@1$K%_ M>JY+ OI/>/Z-N8YLY$_)#6)NVT1*_2;_X\Y\QP7.%'LDWD<#1N[BZ&W?&;_C M/%@9VQDFEXJ@]$3)M&15L$1!D7E5M62AKPU4452T@7GY^./R10W?<GG LJP;!J_H MEB[Q0H^7=%D=L'%(?$_H*_F -S5\]QE'\/HA6P%(Y?, ;:WC7P4N>?H;>2X- MV)#ZBFW;@J$9JB9+O-*3938.H6\;/2L?\*:&[S[S/"^(FJ[)6LVP[0@Z BC( MN>!$3!VT"Y?2.VX>>&P*\]A]MSHG=6%.F.;^>(U^WR"X<@E'W6"%SZET_QJ.'^:PX& @ASYSR55[#?$WJJ+$H] MV;;$7D^4LWEJFJ+94K&"&QH"03(Z9!-_'2&TMR6$TA-42>=-O2\I [UO&I+6 M2Q?<4%15+U3@AH9[)X3^MH0PC)XB&:)M#A2-EW55-S4I7>B>;?.%3&]JN!TA MKK[9BY0 %7D[<2*R1)$KQAH9.5)T_1&(,0V#VR0<_OCN1-?1;8*(XN^./R=% M1\4<90OT9V\ RE-3>%#TFJ;W-$DU^K*DPGH6<]S0$.;XGA=VGF:,XXJWGB&= M3FS,DTD8 8!PR_)L*I)EV7Q?TG5%,[6^:IF@:A5>'_1[:I\OY'E#PW>?%3[] MO^-,[RJ.YPM3,V5QH(B&H8*]4PQ=-Q!NB-@ 14?I6 5(V-01CHPB"#%*\ M_YGIN\S,DF$1;%N6)<-6S+[>[_<,R>1[AB*)5D^T\YEM:DAG)LMJ3]Z?"DIG M]<]T.O_\$@;CA$13D]PG")F-)R_.'P*6?B!1XMW[!)]_)=-[$BT3!)]F7@1-&S%XR-*<:0KD=W$V+1 C94=0"$@Z0,EC15$4T #[RA*)(VT'J# MOJX;MJ":N-#] BQM:/CNLZ2+FKJ&T3< D'_&4?+/&R<8,UK@7U^=)V\ZG[+Y MY]2Q/2 S^0+JVKT*$G@!)VW$,4GB_O-7YU]A-/"=.%ZD*"AIT.S1#6%J.YYX ML[B:KO7=_QZ3T=S_XHW*2E 6U)X(^%TW9%T!KNK;HF'QJBBIBF#P9D' 30W? M??XN2#OBS8/2[HX,)T'HA^/GOA.OOK<7*HJZ)&NB!8Z1)2L]J6?HA@2@7.P# MI728:$[%30V!BDHCB1B!W_D-2+0?>IFB+@N@O,"%%&5]P(N2IJ7P:="3U9(6 MW] 0Z-7;([U@%DT76(D?6)8J2_V>I2A]D,.>+8N\UI< H?0DH7!>-C4$TNU3 M7O=&NC>1UX%I&YJ-2)U79%'MBT">OB0IMLP;FE;8VDT-&TO$_X M/95LD>&K#3RQ/-,O!):,7,](Y&"]^Q<"$G-# O+H^'> SLIJ0Q9-2S7$GBU) MZ+K &)6>+/$B/^ -:2 7:F-#0[3SVZS@ML&.;&KKO%OCP?%\!S@6W-Q;QR>W M9#B//%S=12]6D_F!8/1LP^Z!V%I]4U6,U#D%^R$59GE3PW=<#-XTS.;=9UW7 MMO.&MHYR[),",CAW//@)4M\>@&-G _@=9.ZY#):T@'<;&I8H(*J*M'<2Z ^/???D"'J^WQ+51'# ML:-P:EP/KJX#$\3R 9X^+%/#E R0;]-6-<70+(Q> 49((WBFIA<:;E/#$D/( MO09(Q*NHPH-;"$P_,'JZJ(@P'4G*N)_^_YPJFQJ6J")L&34YB)"\BBJ2UEL;+G#(L07GM50! M[]\V3=TVC'Y/ZXM";V#W,JMA66*A338U+%&E=VSC\EJB]"Q#$GG3TG70H"8Z M#59N1T1)*1)XFQJ"J=6W-#B[AUZ_T]+>B+CK8I2V*/0-6[5,J3_@34505(&- MN&=;8E\J LN;&KXF+;!-V/5%LQ(L;2"HI@&V?R!JIJE8@T$Z6%.3K$+/;6JX M+>K?P1G\'H6 ]I/G[[X3).#+8&ATAOJ\_YS'83$[]$]D[#GX.3$-09"B(;QT M&XZ21R!%M5-1^PDK3F!!H*_,1WP@Y3RP/=#EOBU9HB*9 [%G"0"C 3OV5%," M]E:*4.*FAN!BB%LYU$)3$& FI;0B(1B2ZWO?&U-3:#W-R! F M<^>!CSB^'MW"K_&(K=IMXD0)UA,L.-7[[?:]&V(__\1#KK":A1>6%^+5WV/: M22@G&119E?6!;AD]5;8%0007CZD<\',LK=!-FQJNE/@ H MV5!,3=4DPS!STDL#I0B.;FIX=FLDOMD:@<8"*9!-6]-L4[(%2S2%E/3@%VB% M7[VIX2L"_LO3!!0R $OG)32#!C,$%>_"M+R(3G"Y/&I@259?4TU=LD73UF5# M,WN:!0A>M7G#+K3UIH98M0,:;%V%U%Z!RAV@LW@>/9LG)5FF9JNR*[X_ M3MBV'H :EV)ZN,;[)T3?[#'N:0,2>-.9CZ6+'Q;[8)\K?X/^&8?SB/Y%MP%^ M3 G'Z%#B>UJ(R9H06NJ%/V2_>"[^-O)(Q-'/+6YIRTI6!U=_6RS>6GZ9?N/# M\D?2;\RH/BA_-L.!4+0I:?E5X@K%Z1-4]E9_%):0#Y][(?4LIL(%2N M-SFKZ&/YX;&7[X,4F#X5H3.J4C&B#/I M3^PW%[[\-/.]H9>6$7"N-T5G#7=^9,)3,[UWGVF95/W\?OY0^0DVH@\K0VHG M.S"%(S91:-AFWB2E4>\2U=+BDQTG?846Z3>!Z='K>8*=X=(WFPCH!HB7@K8G M(N2FIM&37F;W?4Q::_RDM?U.NA3X:^"\%Y2AMITRU/9O&]5V$$K=CE#J_JV& M5O($:24MC0$MEN(M5QV44&R[,,3:";[[7(G3#XTB#JLPU$6,V*WP$5:X81*O M;RWQI;+FD^2&E?F]B;3O&1,5\*!;W6.M;H- T&ZVW7!=ZED[_G?'VVON=-, -21PO(*[E1!@YCT]RN:LG>1:ZH")8V#%&,QBC<5'D MSD,XMH?0A$CRMKBA4Q2M\A6N6&2@B>&QTJ35_4]Z>\[N-%V[>+IS?AL0VCB MY/8:KZYZ^_?F=L)FQG XG\YI.6A=\?-)LOJ+YWTV.*[7Q7\:'?\Y@,;8*?[3 M89Q3C?SL!HHZ+?"66F#/8&EGW-!!X5/% =M[O1V&/!J&;&"&N+,'![<'#<(, M.Y<-=0;D5$N&=H"0G0%I@ $Y0!QN>U;HO,N6+&\%/BA.$L'#AK^11^!O/+ 3 M]U=&80#_'%+ZK A_VN@6]V0XD1O_/G.!E/ !F=>7-KN?0X9Q*SHN:)/-A%S' M:NU/@C8;&.U?/C1>/'O6SFEP%@!K9[S=8:QF)'J.C\^W3_2TVYPVU%8=-K6S MFX[H0C=GI@NV+_KOXC8M*.[?,9_?080&A&'V; QV"\-T%K]UP9C=RK\ZB]^E M=SL>.3:/'+;0>7LDT(&\EECV[9>V2["T9'EW]N([[';:?OONE3F=?]>($/#Q MJWRW#_MT2J55 : WR3[VNNS\?E*8O3/,SKC M8=ZV_J>SP&]01-19X+;)QZX(]21"WJ<#5)N0N3F^M+Q=M?49<_B+"J5/)1;$ M\H'";2.//E^\"J),I%J2U."UX%\\Y][S MZ87"[1*4N@DNR$3E#)N:%U]H_DHQV((AZ/4X^>7J/EZN'N%%,N%H'L,?,4E. MA3'H13DOF&G'(*L,8J8WC$8PRR&]?RT(@^$\PK]/BC\V3[1CCTWZPT]5[O,I M,LA+IMJQR(M9Y$35R MGVS%*)3BE(?D3AJ;5\SL'9MAP&[CS]$:W@3>IX4$&^9+7]W??9!JQ$WYK MP;UR6\>@>.DPUPILT'&GK(=.1M@KMJ*\Q"1E;6W0GUXRCPBTL[TG_%?+ ,V+ MS$36N'ZZ';/4,PMJ!L.+AI$S2O#'$V005!ZK4SPWIJ@P"%[0@=XZ8U.F30=Z MC\K%;-NMD-\T7[CSU3?3,_:LOYB^Z>R8N_/5TTMYI'Y^A^.)A5VW@%SWFD?L MEK@)2[Q4#L M3%G0(#9\,)YXLTY'OYF.KB#[.<#K1HI !U%.%Z)TK-]YEF?C63:'V1L%X#NH M^.+78\J_U6G7G35 D>N%CC>L0[+YJ")PG,PS;%R!MMY9GC;F&(] MP&TEKV6$.S*S$K)^ CM]));: ):7E8O!UQZ<->A/-:%NBLR?%RS@=@A]<: MAXX=CL<.!S@$? ]PL[,1;YV[/#[$?*U1Z4)8QPAA-=-=[7CA.%NFVJ]%.D?U M.(YJ V%I%^ML&?C<9Z"J0YZM98%7YSBZ%%AC4F#[-0LI=_P2ANZCY_M7TYGC M13C .Q+CL:F(/DIW^\S""'_]'2A85)+<@H@D9/SL!"[6&SQ0:]DNGEB965I$ MLF9J;[78PIY/#ERJ$:I94PO>BF:1%Y/;T)]3^ ,T, +'?TZ\8AEC9$]^)8Z?3 :M.<]J#1MDCY:G=#:+7G?;<\!:<\';XOUO88RWL 0+#6ZEO!NS<^;"% 'W#NC(XMSBULU';ZHNE MFW) 7C;O/GAQ&#V?'B-4S_!-9%P]IO+NEK>%*ESO5/BQ5?CQ4NY[31WDR5U-VO(3M\U;NE>=C#=9:>\6-.ED_(1#*%NK M_0ZCG;;"WS+@TBG\EH187GKET]E62+W1Q4]M+,!JD(K:X>;>CJ-+'.WL__[> MCJ/?^EJ^,]O(T&3-?/P#=L^">]NV]Z+)+'ND T*;S*?[PPTGP*>-@0@=GQZ, M3T\,#32%93LTL!)-O,(MR*2(MSB^$PS)[800O,#8<%UZ=*GCFUX\],,8+VKO M/\,?LS!V_%^B<#Z+H0M_CJ>88AOXG!?,B7L- V,T7F#L-(Y3W7))<%X0WOIU M'H7!%S)V_'8(1\:(;T/U@O%?0/8]R>5+(G?+J];)'J78EY#%,Q<$YH;$230? M)O,(EGHP<:)Q6[!+#:^79UDP:/TTSXDY?KLSFW@6\A*A!/[HA%HX2+RD/!=$ MB%J(5,T%8Q]/:HKPN.EP-(_A#X *[1*DNHFF6O4%,STC69)>Q")9 WJ,UR3T MW:OI+ H?VG@"33UW9"W63+*IC,'KI0W&^TJ?;G#Q3"^\GS=U WZ*Q8?\Z]&07\SW?/,[*@5FVP2QY@.@+M M;.\)_]4RK?J"V18*MGZZ;[+P!]Z;N;L6NFIFI4*@JJF]41*D<>N;=K#3 M&VT:J>96=N+[II78TQ"6U[$$B5^RD&^D/I5+7BJ)SR;UN=1\'^I3_DWJU.?1 MU*>\6![T9NJS9S$#> MDEDB\9?L/YVU/**[N60O-PF\O/_J6_4W\04"_ST*IUZ,!WU]"Q/BSHG(B_(I M, $5]36S>Q,A5R_YWAYO;5J&P?D^'XRL)\^8!P\#LGPZV1].%,%7V[6H:Z=6 MB/C"W%H*A$%0KY,)B9!_L[Q7)[G'D-SEU$%O"PV^U'P?46,0]=^ZJ/&QS;BZ M1=1XSV8\=9,W,D$'W0\/W9?=N6V2"?MUY]9B_?60@#(**M1?B3MN6>W(!D1 M^6-I:F>!]5,(L3&_V(&&)M8;[!TT+*6:;<>+_N[X<])__N(Y]U15%D?@I*7# M >YDAJEB#36L%3NJ(F_>+O98.^&\8/@E,SZ+Q'05RWB!$PP]Q[^B%?6TD'H- MU*36V$N\MA6>UDRS%G6UW* M^:G(5T0LNR3F*<8LMTMD=U'K-J2Q*PQDAX@:EK1J0 GWJT!3J^,01\4^IU9! MOD5DLLMYM2<:N46IL[2E/?MFRMEJ[-UW]'GA!;\@#">;DADP=+_""\7<2 MC<)HBJVMS=UR-U'8G0^BM:>V-:;LF,MEI*3NON\E>]_&UXA%BDYU6;))6/'XL\@@LV+DV M;7!MCL^:1\",G6O3-M?F^+CR"!JT8].VL>GQSP$K%Y)0\MV0V3P:3IR8?(_" M<>1,2_MZ*Y^WB[GJYYAM[%TSR<-QQ9L6.W3K?+1U;I#T5V"I_%R#_CSV A+' MMVR2RV8FFH41M/P6!FF#EO'&NFF6343-/,\&PRRQQU4P#*>DH)[C8_G8[800 MO C:<%T/+;+CFUX\],,8[W'O/\,?LS!V_%^B<#Z+H0NPXF"NL0T]L'5.W.M9 M6CJ_R&O;4+U@^Q>0?9T [$\.J9I> M7K5SE3T:$9T/$T"IP7@0QKCV\!N)'A:K=NFE(PN-V\7M&^99L&G=1#L&J680 MJ@.O1R,/=,?,&0+T<>?#DDR?#(-0M;%FHF?#(&H'[IH+[HZ?9=K1P.0!:/( MH* UN_6VMB\U\SP;[:%WYJ7)YJ5QL8/7,DAU1]_!V2GO0_>&SCB\\GTO"+V. MLW;RNBKIF^]PKR#PV:B\(W#T']3+!J#"^NDX>M\<74G@L^'H/1OQEW#T%^<' MN8X?R3B\CN!_6E;#T0:6KJ;PV>".+7FZ\UO.CCU^J\]9? F'-)"]6H^;TW;B M1..VE4RLF>5246WE--^,.;:]$>G NJ,+B34I)'9\W:%VIJ6YIN7X$=.= NJ_ M$L=/)@,G:AE7O%!I+$_O+)AA]02F3E$<55$]L?HO(VZT3V*AM,>+9A9,/$WNKH_%91)2WA3V= MUCNXUGO3?0-OH<2^>J[KDR0,\L1-QRO[5F)U-#Z;.(_VF_C;G?EF+/4*;2]O MI>WYWAZO\SR2 O@UG,? FG?DR>G,Q-Y%?Y6ZYR#TC)6%V])V7/=?0 CJU-IA M](T\&L-A.,?M#N/O41C /X=D-997- (7.7"=R(U_G[DP,.B_QXOKF/QTHT); MD;*($;V(EH>0B$8%KEXG(PO-]X'NM1V"FMV.D[= ]_N]D?-J12%VOERS?+D% MT3Z"+]=)]]ON)SLJ/MI>'73L\9;*?[_JH)EH^%0,S"G X89D<8Z*A]]42CKF M/@^FVMG):GF,H+D.^,%>Q3(>[N>70:L6U^!S5^:E<_ MT"2\75IL=;_U ]LBG6ZQWW*Q]XMUMI;L3HFW6JYWJ7UO.^)L,)P[[%73N\AU MM]CMDVRVUN(5_!+!A&X U=\^.K,F5DDMT(#O78KB'IWVEM!@N=Z]3(7-]>X+ MS?<=U"H?45JYX?I[1&:.Y^)UXT%,8A N*D>#>13!S(TX)DG+4%_=E M-\?(Y MMQ4 ZMNP )W\MS 8LOE_\9Q[SV_A906;%W[33-N*"[:2^"4BG*:(KYED6V5Z MJT4VAL-H3MP3EN6Z&;9U>5^CLCL9/@-%?<*RW B[?&R9[I#XT9'X 21^*Q;H MK';;EK>LT&W'B_[N^'/2?\[_^2L0UHF&D^9PA+3S47 MW:_70K.[#^'9;_W-FPK/%N.JXXDT,_P2IC@Q,?/.;BTS^BHELX/=7T3*-DI>"_G] $"M$Z&C6Z^#0;].J-L@U._"K Z"]LNG>H>/) H\>Y]8I+[Y!:[:6'T ML]'(I5$R7,,0Y?/OUW)$)\!O$CL[)\%K<<"K+1QOPLL/8) ?2"'V-U[\8X$O ME^L].Q:G/+*.=@4G51.OX^D6.AKGAYDZA-(PWMZSONY0SBF9@ YH-4MPU/MHO'V >QV6+J=Y)1>6=@?[ #<[TZ4/-]%3A [[%R# M_G/Y2>G"FDD8$=\;3Y)?0Z!B,(Z_^,.6A+$K!OFJ*6L.[;U)H/<>KJ5 MF&@=X5I56'F*$*'C_X[_SQ+OU(0".[S3X9WCXYT#;Q_O]3>0<->D);EQIF4X_;YGK.+QY'-[5339*6KJZR6.KD+8(;K>GLG'" MV^VI?/&XSK" [L"6MS.3W0ZSH_-T"XQ26UC\S(U)@SE>Y'\3NNK//7!X5_VY M"T>+_"4O'5*';^#H[U$:&KE-PN&/5[+Q5^)Z0\?WGW\-I^27*)S/KH+A^Q/C MXRJ*'8MYUQ&\A?H8F5?^3?KON?\L=4JY4\K'4LJ"?,FK^RT?19C1[3/IF/J8 M^TP0:VQ11+<,3?911*HN[C,!:P6&ZS:!;G%NE3=3W)#$\0+B6DX4(-':Q:QK M9E@P;/44WZBR4MVNLE+=?V6Q>I@M>*?/7 W1A!V/;\WC^P@7GSY_-R PW/'V MUIM'C49V2)$V$%O6&RX#>WA1$7IE1>]XHYO=&R-V[G?+?L;['L1]T' MAJNN_"86P4/?";XY4U)R+Y$@UX\!B>*)-T,/"$@Q8_5643B.G&F[.* \P\R- M>^$4WX@AE$M>V8(AEIKO>V/4*D?.X%K!.[=(_$?"+9J/1^LGU@+ MHZ]5.+53ZAV$*X2;1*,PFK)[-IVH;05=-0M?,ZNS@7$ODOANZ4]1ZI<0?&>\ M#VZ\FX/EMX-N\/_LGA M$^N)#.<83;L>C;PAB9;BB=#0 0X9/@\;TTY]WSA7M&.6YC)+XYS7+FYQ'KAPR=NYP0/U M<@_GJQ=XT_ETR;$Y*=9 )R6?-/-9%F:])U>EX[R-'LE)L573UOV@X1(LQOXM M52!Y:<_MD 0.]),KD^P'/(]SZ,3)J6N52DHP#5--BA-6-4Y;39O7>J_P:;M%6JC6\+62^$9!5*;80,:%;L]7%*Q R%- M9<"NBN%P?-JIS--4F0WBW<-X>1WCGB;CM@US=H:^_8;^V*YJ2Z.I38ML'DYU M5, OMF/VSGDRYLDDC+QD\50_&F4&)L:=M/Y_SR,O=KUA^[+UU;,LUGC#-,\" MWU34_^ A@FP#M>^'CR@!,1 )M"F)'DB\(O_956CA/$BBEESTEG' RZ:Z>NU; M>:[G6OFSM.N^[_A,61*2 T-U_60L(YO>O'0#_%$RKC_#'_,PMCQZ3EH,73A MS_&4'6Q#+Q";$_=ZEMX=%B_J)$;"ZI9+0*<8U#SV A+'Z2U7R%:C01;N9:NM@G*G3[6UE]L1P M'[PX; LC84U,-6T*)JHASAM:M&K:GHU=TSH^[OCX='RC@_-QUNI7XOC)9.!$ MI&/BO3!QUFR9L)TF?BD'GRD+GI0:TU_,!%_A4Y'G^#<$.AEZ/M",-CH=7E@_ MP[/Q-%[.$GM :)8[9V=WG@X;'1^:+1&UX]S.MV@7 Q_5MS@^'[]IK*?3P">C M@8_O4[Q: Y\I^YV4^GJK$%\7&CG-T,CQO>*7&^#.*SX3R_:F>8L.DYT,)CN^ M,GLYYW;*[$Q8XM4.YBGPPG%A^O$MVEM%RSJ8?IHP_?C;]$"-=<'>-G/P48*] MI7TWZF&V['4\V?'DSCQY@"U];ZUS8[K836C]C(N[)S0-UC> ^Q5?^'R M=DJF4S('/C&A4S+-4#('.IR@0]=MUS5'1-=M-7Q=$.UD@FB'Y<8W\?4Z;CQ% M;FQU-*QS"D[$*3A>_*MS"CHETYF\LS)YAS^?&6B?1,XP^<.#R/:/$45XU1#. M_"Q8...0EY&R=)+1+K0\5:9O4.K^]5)R!P2GZ\C,69R]?O*P<5=16$^P4T24 MS>1WQG/I+9'YP8KT5WON^PD0M>_YOG/O$S3:2Z1)N68C;3JM MW6"M3=F[=+SNO1,3MQU,N:V^I=Q:/=5S99+=M%79U -UKT=W@-/B$8FN1[^$ MH7L=I:!N$1:D;2+B&LGW$$#>58"6KUV\=@ EM,777T#O$JQ82_!SY?@MP:SM M/1$7'Y .QFZ L76DZ@!L@P L7H[^X/A%'*GIW/@2Y+DRJ7-;^/UAOA/W8]X( M,G9>34/,]TY1QE-CXH.%7#M&VQ=./!=]V@RLV"G515[?T8V_?B!1^SSX77WH MQ=F>&ZN\06R\C;YR"^+BG6-\U.!/.TO5VVG7N^,I&Y&[/S#CIT@.&$NWWMNH>/6<]#EYP7IFZ[2.[S_\H*>->Q[GL' PS!8 M%XUL+XYIJ_/:8"S3^:9'JM)H(R9O785&A]1?EQUJ.D,>+,5SBHQPD+!STSGD M[>/&'>OLRSJ>AR_?#"/9>>K'WWISDFYZ0W?==#[Z6U0,M5.#MZ5PJ-/9>RB4 M;/%^QV['87M#\BUFN];&Y3N^?T5LLF/X?049.TX_;4X_23>N@4Q^WB[+]%BYF[SEHF.^_/KIX\>JCA=/-O( M*,518.WQ;];6NCJL$T\Q'Z<.JZVN" M3C=UTM#BH..E3QK'\=V9?@W:G=DQ6G<\:GN M[Z[I:;_'UW'QL6N'3M?5:V !4>?F=1N>SB:F<=YIQ>YPM5;5/9UYZJ2K73YU MZ''>VOCH)4TG#K,;6=?4H>TF'IK9UFA*8W(R7?2EA3'$4\7L3:@8Z;#[$;(] M;63H=F9Z.A[O+C!Y2VYO0CEKATRZ8_!.OERE*W==X?/SBZYTP8TV M_ST) - MPK^=FNP.5&[C@(I-TAQ:VS%'JT.*K>/?L..],%[Z[;^\< M&*&I#D [K=ZI^@&=M=Q#QKF=VU:ZS2-;L8JZR"I_=_PY=: -WP\?48QCD.H; M$@/U2)P;WJQYWLH.HP$0T4N^A'%+S&[& R^;F02)H=WSI,1QZ0MX&U7+MJ"!&>CBU['5)TN.HHN.B[;7#$3UO%,TWG& M"V+T6BO,4?;D-2R@[*09/-(@$/Q*P]-Q5#,X MJK%FJ4,F1T F>S8\5^RVK8X%6L0">J-8H#,3C3,3>V:0BAOY.C714#6Q #^/ M>Y4=ZI5>9UJ:SS,ES=';OVEY!0MTIJ5QIF7/#/)ZT]+Q2#-XI$&&A^5II-_N MS#=;\5=D)M2M,A.\?BGQ>TYHM8-0 G_KRT=T*)+2&4O!VA M>GL6/;T=.DK?3D?IK]91\\!C5)K';IDZ4^+$\XA\]N)0%@7UX^^W9M9#]JCH M$SM9Z3">.!&)J_I,YT:?;]GI#<'"0B\8__-W^*FJ7GSCVWQ*(B<)R\60+UR3_U@8QF)'I2^8) BG M7E#[C?5KM/B1I;ZR1_G4UM(EF"_#Q<4AS."?6Y(:BZ-A[6L7,'V^J=W]@V:*M#V35M!15YC7>$/6>8.H] M11K(MOT.7G(67H3_X>+DV0S]FWP4^%GRZ1U^-GV7/AHY4\]__FC@#F;NFQ-%X>/*.]PD(J._OOO/ M6!2U@2FJ TVP;$62];XZ$#1#5BV])_7DO@*]QS,GV/H#G^^P(IT+1QR6#V,% M[L\?L*.EF==.>G62NPWCY_OHP^?\T_2S);*SAQL',W-<%WCD\CY,DG#Z49P] ME1=E"+,C4<6G2UUF/> "?N2S][T [03]N_S- />A^?E7DW"&73YAEPFEZI#X M?OKTK^_X=_1OF.$P^[N"2EB]&G/?R"-W$TZ=8'FT4R<:>P$;GC-/PNR'B Z( M_O+HNK3,SR MWZ4ES7YB<\9?TID5;;@X]#V7^T^>_M_2&HCDW M>\$$C'2%D/^?_Q1Z_*K.\OD;N^,.^N6 MN[4&O]]X_OKUZO;VZOK;XB0;,XT_G'@"'TO" MX((SWP_>T,D\N>**E0)TY9+MR\#Q:7_ MQX:T^K\_?76B']QU0/YR.$X33M=>4?/Q&@LE;K104F&?EA_IZC:V"PBW)\.U MN)@%[?3WRDMX%?RD8>@2[NOMIYIW-V@31/A!X0:G2)D80S!V?^6WU6H6C^_63O[[S8!'!(0?;'_KWCN^'R7WXA$*N MJW+O4YWF6+6D;[XP+Q'*;;4*>\WX]NUWXPMW8WV_OKGCOO]^<_N[\>V.N[M& M\WL'-I83).[ZAA.4G]R_<-K5;;,N54V!G?X6- E^5C8XU7JU0XC+ID0 M;N3%L)[<,W$BCH :<[G769"?5U]^G'@)N42]1H#?'B-G]FZ#F/0*,=$D11@8 M\H!7A)[2YP=@='6KWY.MOJUJ UZH$I/O-)QCL3C/R^3DHXO[(Z'AQ'6>D1@D M>/?9)$.6$I&$"P[?VR0RKR$<=W SMMNXKF^R@9VB&02W3184D9=[JB;U1$5M MC5'H%7]O MO+*E:+:F"7U#-579$(&O >[99K]O266^MFA"Q(:/?F.!W]=ZD#07F)?8LF>?%@2$(E-A]2Y0$P=)6B7U#QEZ<@!Y) MOL&3?;KL; *_;D7@=Y]_ORGB/;M]D1ML^_?[F[^O;+SA"0??B7+;][ M<_W[]U=.]6K+3WX;O&^9'.@[:3+VUD_6$P@%97E,/$0YJW-.S,4S,L2,K,MY M ><.!%\^X!AE=-. ^P33TH;\:2LUP/*-5A3UIH0@#F<[7Z!O0#/,K<7 MHB'*DLS#?R2M9ZH -14)[$5?5WD1_NRMVHNK8!A&@#5IF1L]76<0SH,D>AX M$-X"?\;XZBP*'_ #S.GT'3PEJ#40M";WNK\ = -C4 ?G3;D4 >FIO-'KZ9)I M2WW-%OMZWZ:\J0U$4["$5=Z\SW5%=U'6K MH^VT..RMGZ@H\KRN]ND*]!2) MYWN:7;L" _CG=707/@;[I_]@ AP\#@]"[8LMPCV:)N2$DF63MWG![(F"KMB2 M*DDB)92AV++-]_A:0E$#=!U]!T@(RO]54'+'*5]AX5_HQI M;^N&;:NV; B6+HJV;/;H.EF\!J26Z]?I>PCT]O\_;[8>\.]*IQ[PB+IA!9H5 M9$CI@A&&602LZ\V@,7DBPWGB/6#@ >P,^-A.X'+_]F8<)@P.'V-X 3/HRK8.Y^[>@@:( MO,0#V6>11Q(1EYO-HWB.(<@DY* %XD\V"T'\Z?XOJ$2P.L$8)A^[..0QRKN4 MS9GLWDZ11Y%?$Y51I.\!(!+@RX1W"-)R6[NU,<]R1#[+I2..NZ86H]31M(>D\U-+T_&$@]Q+JV M/NB9,K^ ^U,X\RR(]U3_KL&Z6$ 28BPH'/ZXX&9.Q#TX_IQP_YM_SPO<#'?0 M3AJ?Z3E954[QVI%$^&4N%U;ZKX8OTO:O Q502X>Z?N>&$#']P4]RCY;$Q ME\J.O)ASN$?PAB]_!.$C?(HX,4S&A0?Q'(,<3LRY9.0%K"KI9@YNCLPKV>Q+ ME -"O-\BP*6K18 + (!EZCH/_R.+O"D9&B\)_9YD#GJ"*0C6:N3W#QCQWW# MM^EXK^AP]QC\S2CY#_*JZ'M%C^6M4[?P_] M>9 X$2T C^(#J)=OK\J5OH5V::8L/4X(K0I:$JB?A#0"/P&[A:+DC$JSJ!OIQ.Y"\7-'GWDUB:[3U .&AT M_R\$;? 2;0]OXE#2SN@U@W0D=*1.G' ZS[G.<_Q^>\$2"L'B3R!V M4R])0%JISQ2% 3JL_C-'P'E]YJ[0?0%!P>2[Z20.9S,COZ",BC[*5K\,N&_( M>.ZS^K#;RSON)Z2X^DF4Q/:5RL+OG*Q(U52G-$^)U'>\M?@>!#9WFN@T M-!'UY7TG G#B#(>@B2('U0D*)SKR0>6OX( $EY4/XBFH,/A*E!EI$*PIS./Y M O$1= =X E/>8VX,HT\FV>/W )<('1L-'-#-P+06"4LI1/Y3W0CI8^%3UFQC M@_KQ90T1([VK&>6[/)PAB/>78H;TRO#N_:NXX%SK'?:\[TK@-Y^_INY4_G!* MKVW.'$X]U_7)Z87-!5XM,(1LJY*B#U155 :28@FFHBN (0115DQ3L=7JG=W1 M )3,.(R>MPF;T[>I7AJF;V,$_0O5;49)==$/["&WQ$_DI1XV?[>NX MM6+9&S'CHI)C;]J]R13JP@@T.7M MSV- UO&:X./;G5342B&Q,@?K%^9@=5RZPJ5BP:5B3]!D V"JJ6FVKLM]R38H ME^J*I2B]BL.',OHR\@XR]_7-N/55!1T9YMAC3&2T)O: FS)>F'O%N"V-UH+M MQB1L$G+SF,4M@*SL ,8D/\TLBXQBQ!2_Y3_CQQ\]^#1\E@O ;0XQ%/'@Q31> M$3C!$*!N6ZT1NS.'.0,^M+C'A!.DGYR]KPQ$OK_++:+;Q&*$3 M#8;%$^+[&6]P/U74LBP$?X#(?SE@1>>>6(F3+YWZDVL6D&#&B_K$Z4(BS6TS2EI^H# MR[3,OF';IJ1B:LVT;$DS+%M<52??Y_>^-[3]T%G.I[$;H>$5O'2&_H0W,8%> M'<+T_)A%EX$ A/ZK?*YO,)^Z89(V?/=9N "X?B'P_ 6/>TL79[,,1W8DU>LB M^/N3*8.R_BLG8Y/[")CJ.:U2T? @9)%_9:>O%L$%TU;+C+WB]$U%$DU-'L@J M+XJ69O547A5ZLJ[U);[7-R2CHEB$*A>Z=X/>1Q5?SQ,*IF"]%KGS"BGRFU#1 M*N?6])JO'1A6%"\47K\0)>5 W,KVH,0O5+-KMK%<<(\D G5=$.!PJ:S7BD9V M<'#,%>>X@3+M/W,W>$TI"8:D(4+\':,_:2JS9GVRA.<#X;Z#PG_FZ!$B.+V% MBC/J-I1JRC!/F2/]TEFWV Z *DR-%FEQSBA)@2ZX)S@,/"2R?&P\K#WGE:6PM'P?UA%)"B/B[*O; 0SS'Y9QPUG?P/?A M3&M@?>U;-ZD#*NR,?M.OO,+_3'O8UQ%R)VQS->%]3^9[8D-M[::3"-YB)W@; M[G&LJ#[8]Y491O^+A?=<@":]L[[=W6XA7/NR--ON FVU"._I@*/-1ZL+0GT5 MG";6/VO*-3[-.:/[G"9Y#,U\N#3[=_ \-IP94[K\JH8RA[^_<2_>2%_IX;YO M0P%?6Q=U0U/ZX(R(O*R) W&P.PD-@*M7JR[(69SHLLOA0GRS-<-50J:<\'X; MU= * =!D730MPP)^5Q1-X@U1$DW9ZLN:8.B\).],L*S6J4$B4.(-VF0?@0W0 M@V'T,5/S] LN&:9']V/@GFQ%;&&93B0*F#@6II?1&6MJ_HJF:( MELW+O8$BJIK5,^R=R7;CQ3\X3&N%42=46Q%4.FR(/9X5;$TVU+Z MIJ0KLB7V>44R#5TQ!KO#M-^#B !2?R NYL]&(YH2JPX>GZ^$;::^()V)B''B MZ0G7P.J+>D\R9+G?5TQ=,^2^:ACR0-)$6S,5:W^F$\CSI[M4_1VAPI?L.HYQME+YL0X'W+1.UI)0441;6-@=Q3-$%0 M)%75#$&5)%D3>5NQ!;G_RJ1 EQ4X+7NK;&5O#[B8^\V,:98E*;(B]E5%T?I@ M !2)%\7^0!W8"J\(NYMWYIN7]7R =G0++XOV:II:"9O#':W7K?9%F8[WW*,9R%VTK4-[87>N4B7>I+2 MU;-4V]0TR;+[MH+KW),-?B";IJ';DJ:JKS"+@3.F^W=R6X@.Z9QMST%;9P2. M_QQ[U,85(C@( Y<=&X!M;D@\]Q/:Y'I&&)-V]F^K]1/4,Y%0!M35[7+P;9%3 MP[+PF -%UNV^TC,LS=8TU>K;DJE:FF5H.U/N-SQ$PTL4Z:KO*#T]5X?EE@6#;6G]'C= M[NV^SZLP??F.5^8+WLYG,Y_^[43/'31=DKC-ZR&=B^'C]).4.%/3=D@>&+BFZP>],LP'=+1[C048H9V#DG'%$4LFC&\P-=O24@S\ M$C6*DZCPA9*_F-O'3C2W6;BS$4V&2?73Q*2V; +:47@)(VTF+'+?D"5#[?-] M>:"(VNXA5=SQ'(4^,X.T0L#MLIB+,K:9]NTKD;@^*+6U0CLKT; M&)A6S^S9E@+_-G55-BQ>M63#&&C]5\2!TQJ!KDC@!&VNP)^DS96DGHFGZNFF M)"JZK&F&:9JVJ%K2P.Q;O=T=3].+"-WO=,%93V0XIS'6Z]'(&V;Y_T%V_ACW M"W(I^IF=:[G5TJPWS*('DFCV M^-WW504]0-$,P1/$5^XR]8.C-H$4I\6B3 M]+3K6Q(]@,/8&<*MEF*]R'7QVI.>Z@G&:VW#5D5)E\$O4Q1)YK7!0! M6^O) M8I_O*:_=T_7W!FF7+ER[+SM\FCN[3-,>*#W+TOF>H?0$23?A'P.C+\N&I$G* M[G;8>IIX]UY:C5=1IL?=#B?$G?N=+29;+8?,GQ?\/V+EJA9YNXG+=IA-.7P,'SN=CZ=.M%S)UW;4%U>>]K.B< ?U915 MT>!5((2@J/) ZVN*(4NZ9LN&H&FOV!1X]- ME_ZY>-NJ?7WSAW%C7GZYOOX;7B%S>V?<65_Q%H177"&S-QP1<,G$BSDC".;0 M[(;,PBC!HG0TD\7%,1?93]2J]0PQO< MZ&>04W%#I\>N/)_/\.:Z]_15Q-GQ_#[V7,^)/!*_YOJ>?=&^M"''6[<,#*TD M$R>AU\CAE=C0-@DC- _X:N D<[Q;T N&_AS'"HW#F"[4D$0!^X%DU[\7=Q;. MHPC]#/(T(\.$1>@YA^[#H]?7S;'7;&V+C4,!(2X&Z^%9NB"C,'IT(O?2#\,? M\+%L<>+2AJ.%^YW3"[49>XF"E=W;5[IXKWR]-CX6=$F^P&Z<*;L G%X.FWZ_ MW#C]^%_H4+'-]\A[P(J74N=?X#]C.E^\RA IG']%5]XCS>P2O\<0[PV/Y\,)CBX=T-19X>UX$LY]=_E71OIX^>?T&O*5WW$O)89NDXI' M<3R?KOX\=%:$[]'S_>7?IH2LCF)8-6+?^T'\E=EY:"'>5B=+(D3>I/O*CU])ZB8'H:^YZNMQW//QN-4.LBI5&_^<_<* JGK)?Z&2.Y':H!P&H0T ),6^&5 MJ!ZH*YBL#Y1DT_\(P_%\G#5\+AUS2AYX?YYXOO=O)K\176[N'G@:OY?^FPTAABA'T &M].28!W>P#Z28^Z]Y MS!8B9JD1Z ZF#SU0M0UTF<%ZT9&F5W*[! CN0I?X4I'$1'4.ZTP>@9HPHB'P M,!B$>R>F-U2SK,NGI?;0NKC\&D<4$81B.'/L(F4Z+![8(2^B,2Z8Q3@,7=1)G[@',,WA/,YY M,4JSQ- =WITZ93O(*>S@$N>)DLO#^D:T^6S''2AB&&$\FB-;HE8:IZN-W\TH M"4T?D;&I0-$^&8]ANYS+[FDE"=I!G 53\/A&3(^/@$]'7OPC'2/]0 AD!%,S M?$9#G.][P,O':;W*1;I^;$J^\YC1%_X71"9F$,?A&(?ZG!L^!B#X*"<98PVS MPRM>HF&\X %/ZN9^!- 1[7L>L'_3@2.B&[+\/-+NHD3:E/PE/ %/IR%T3Y]3 ME(?P @S4,/+N42(#9!YVZ8?QGGM7/GS_XAW3*6 3*S7*1L6UK+?2"WM+ZHDT\#1HU8HLUB8&PG4+RB# M5=1;NA-UX]4^+_/[%N"R-GO9C<1[=Y&KTW;E$GT@LM?=G6-2ZT7 M(CRG>[4IPO;7!]WJ)#C86+[%6Q]=6=EE[@VXK#B-YMX__?; MJV_6[6W5K-<' %.1%51%DON]OJW:MJ+VS;XV$"55X25AH%NV8>ZFU?87!*B8 M\_7?K9N_7UE_O'V XMUG%D7QT-J,_? >'@U91 7,XW/F&H",W]--).EI!AGZ M1,\@PM+W C*.H=MD D!B''@)7G,?A ].?OI6X#R@3:1Q"H1!T#EUXQ'<1.%\ M#( +'DWO 6UFB#?M&NPVXC1@]ICAMR'8M\RB [2;$']6H&) A#ZANU["[) O MQ[\ ^SP&=\-G[\,L\!E NGZ&'],H _SSF7I?.&4$5/"#EYG@ M]US_F2/3^XCJ6/@(R"0,$L$X DL/W5;H%3RLR!EC"VK,7>(P. B?\'T2C+-/ M(@@ 1/SG/*03H_.$7\$E<1"$^R1WS-#>XQMA-':"U#VB.!=]"_)^DU%<'ZK: MXK[6@X7+ %)A^&5"'!><]]Q[AO5@>@/^2W)I1RA-QA1(?^1^)8Z?3(8.+F=VYQYG MN #"PRAUT2QWSKB%1@+I&C\3#/#0N./KY,@D0X(AB>*:\]=<5,[ZI(H!<)CW M\.KAR;W_>NU87O>^J+]Z +B$KQR$\LI!H*7"V$\:=(J+^-@V[%?!OS3:EYH1 M__G]DE;>"O%7"VF-"\"M2G 58IT"&IE]M7=UHI&'0LKSN(X%#]Q0=8+B^*-V1^3,)XAB*3!,A9LI %NG"X7/\<)F6)H M;>BX9 IX>(J9#T35- X"3P#>3N$7LI9C3&/".)"*<>C/&8I9P+>$ MQ?GHP%UGEB J15T3.3//]9\9:D4M,BE6@00/'D#]?$=<%F// 'LX2[PI+/9B M>(P$$QJ00^,+8V4AX(ML45CH.6$DA,$%= +A/,'(+4X+Q8'S ;[1J6=O+2U2 MNGZ,"LR?F$V>8]S2!ZL[@V9T[?$IF<[\\)G@;,;Y]KYA%*9I:DKC6>2QV+Q+ M?(3BW#W!?7[,KYEB;B =WQ$!\AZ%[8_4]UET G(98:EPYH61U&U)"?/,34/X M)Y)J% [G]&"ZE-J +WR?6JK[YW39D)VRY2Y6> IK#ER##RF783R_=^_W<\UT66V=N$CQQ MG2+MG>=3:%H!_+$D\PK2("K,$ER+.?7?8&8SGSR5^!Q_+:LD@@D(&,&0,3Y* M$#9)0_;QQ$&?\ _"/$E*]+(@9MFW_,MI=OF91MW+"0RF"I.,P&7OM:2^V(3R M.#D2"].,KI,XS'_/>2%F:Y0O/V4-)I-QOB:Y=. ,0#FA' 'T"&?9B%-QAKYF M6;D0"BVE '&P]& T]POWND(KITXU/GF34M-F)A2^X!4WK\G6U=$M!JW MW@ZD;)+:U?9"59G3=O5K71G:LNJYKD\R4[> .3#9&M!2-"^($R^99[\ZCP#OHRD%S)FIXNZ= #/2 ML[14B[ KB=)V-%0_89&H#V_4LPB&B?84E< M"B)@O(Q\B] ,D0=:/(]Y+TY,W\;_#K%,BN7A4WJ$]$"+#;&'?&H:2^+G61O'@VA[%D_3(ZW*;N+;OUJTB[+-0\ MU4/IE,>=2B% V)R"5)J\8#XC3 =K5M&9I>4D#(7CO S M0QSG%_?+H\1[!1;+P]\ST"A"VRL 8UA4[B]YM(NRO&S?RP8]52?5L39J[=?% M#F"J6.N59V#)8FW?0A5F>7AY(+$^:KD8>)RC\LP*%:FV)TZ$U84NQD]H?[EV M3W4&&C*J2F@!)M.(^7LE,U70:A77E (+F:_/KO]8 FFL,H]U74RN%'G(0WMY MLWRN<3E(4M!CNGC\UC"$D47$F][/HSBU><5K694M!J(<#!RD &":%NUCE2^6 M%R[3HW)-2K1Q9M!\F VS#L\L1,IRU%*>8&8-X!$IIA,[./BTXPQ'L 0^6^]E MI+)(\6+$]W-W3'(YJ*)A:JPR?BS&ED98IQZK0F<7(K89KX%4 M$3J=N#R\2U#RZ:!SYLT)EO7D)#"#(6/XFX=GZ!< /<.PVE:J?P'?-MUGO,C@[(/K:F!T$7# M-@7#[*F:J2B6H0]L53 DPS0-Q;+M7D-K( 9?KG"_'F=\,[FK;^;OMW./9=RG_C>E!VCFV87$9Y%02T:\5@URC%A5=YQ51-6R1UQ03]*(Q, 0\:+.O MFTI?MQJH%JVOW[]<_\-JA!:DT(3AZ73_%$U?8@E.:9]2"E$NTG3Q19[*2O=5 M8:80U1-H2% MJ'3]T_IV6GR!8<-<3EM/HC;G/+<]28(0LP M&S@C"^6B*6($+O% B\\QG.'0S7ZX%830P"=,Q7_.RCOA1:PXQ?:2;X M!\O.946@&3720J2R>F-UI# 89\@@=#Q)][.,PVR2. 2:!4:%06-6*#NX.XJF M"D$<2))!DB(+GR-<&!!8A8!N/*;P@98CD&$$>C'=>3=DF\E9/&T&D/.2]3-- M@WRP'NEF1^:XL;I7)]W4EL95BR_2B>-,9R0$M^8BI3ZMU'78,H2/M&"4QB5_ M8%>E_"1N2!LF&<^D>N>"_9$:G3Q>12<4!FACJ+#3\4V]-&_8"8!>:9#S? "K:V> 9GI<>5)F%"/#MD.T[_#'QBZ+;1J%-[C M-LA\4UR^&QW$Q@]3PN)0LX)GNCLUX[]""JB%IPP^ N:?D,S%C?SGA=V)I;&A M]Y*5 4S!"Z0L0G/;V64&<4A5;;H5TTM%WJ,;"3UZVRR.+V6V\GBR&%T**TK\ ME!!GFOIR-!!(-PV&M)3)GR%!?L4MGMG27J33SJI?*-WH3=1D!)R99 XGV_\) M@\E++/)*;CKF5YGB?6K3G$"E@@R@)U52M.H:5_LQ3%'7QVPS*S6MJ96,YY2M MEU6H09FBH56T$^>UM:/2A:KPK_1/$5*D;O?*K)V".JE>RFO> MJ*Y*"W'0WTCP9A=P]"Z8_4MM9TB#3@FA!4&X_S;-4Q4XJ&P_,ST-;ALS":DF M3\OSTG 0"3RPNVYQ[TSIG]0%HT$K&'&:"G2=9]!7EQ@T2'-L"QO.JX<2S"-: M:E3Z?)JGI):&K>!"&5,>,&)CIM ,> &<@80-'-0YFHQ\[P<& C'J-78H?"\Y MPX263EW0K==S+*1"G.B3[)T,%("UGR&Y<+LP5KB5LJ/Q!HS-M">1#WR%PB_T[>< Q+'B)(=X*!9N=JI >6$#7IQ1^96:M2#*SC=Q8 M=Y4GT3#2D_6-[C4T<=.,&$6[B"#C<)0\LNHQNEY%6+(PRJ-YP,YU;W+%E=A5 M7+6_XNHH* DCI:FF3]5,"C8IAF?1ANQLB>R4]0MN,@=AI+4(\VC(S'I)#>09 M#(Q C5$U,R6*9H*"?#0SV=$/A4%=S7\S-9Q%TS-%42K6B*N\Q#J+#: M:21B M"VNU(-5SCZ#@?'9@PRLCD< M$#)VM KC<7#4_D3(]0-M:$S*GBB&2M)#DMSTC!#PK4:C-(91&AWM=1M?:U\T M \E=B$C1N JI\MB]$CQ.J9O[9(OYM0((4N<*\6,>]ED)&UPL]K3L\!;^,BW^ M83Y_>@H0+4C"V,8\BO#$'2Q[ W !$!=<]PDE>K&.2;@074L'DOJ-$Y(6U[" M!$9''TCY%0!L>/R4#S M+S#/ "F+ :2G C&N2.?'8BPL;UL*J*0,DFYPH:?L M8: +M0+UPJD&#Z@+D'X+KY3"8"'&UY 0&%OST\-CBD+X(HZ"VQP(@YMU,9T\ M^! @;Z4%;3"]*$27H8@:8M,0.#6B.#2C1T[7E$N6JJA*Q_ZA!:$\@V%*T'UC M\BG%T4QD\ F7&CW.0!^'::'#@U#)$_JLZ0?]?+C?M+="VS'.EF*Y^!9646V M&SRQQ304_68^>T!#U#6I(5-ZP 6W8R>T^Z*&:5]T?(+H/X\BN>$2T\PRB0) M1S^.J,FRBI!31 \+PL/4F4OEI1[2PB%#E :I+L:5H&>AA26)2 >4'VF0$[U< M6+$X'Y2/!7HLP&7Z:7KB@!>P,Y:RRI)BOBDULKH%D'#XK: ^#3LZ;.QE+P*& M6K$3_3BAI*7(XL3SPSB<35+I8SJ?/#0B#>T!WA@'3*VB$SH.,H^5+<[BB5PCEE5>/F]B-9?! MI!6^AA[\(\GR+"%EC%G6::9EL+*7]3RCU23#/$([HR=D594-,Z-"X;B;5L)D M^[G 62?(-/GQ(?=A, <>#$.?[D8#VE-LBVWS#U(]SPZR==AIK*6W,*8\#U)D MD@*+XL PFI2DY_#1]XKAIID57 9F"'&;5!Z%PC/ 2'H![E11]3X^^8$N83MYATHNJ-)]XF6IY MQS65W=YRAPFFZ;.X.#T3,&^1]U5>9 ?WN=+*YZ50?KE1*="1XAWJ+%&%'^2T MV" (^0&7V CU?J:Z\HF7)K.T/39F26)JQU99/,_.T>,D8/4)#J)0.P6493$@ MZ"TO5&3&9RGM]SCQ:/T?\^A8#1$5W_2 1S(MIXE(&4>7\ESL UBC.,NJT5B& M/"->/;FRK!N "9J.RRZ_#;-+IZODA;O'\@IV"M^"Z"S)2P8\4Y_60Z/J4$*U M1>U^77'[,@!78J$%JC*06487)7/%9(4*3FE5F&BR\YC!(:)^!:T#S+.'K&2= M<;\7%2=<+G!3EK];3!67=C44 7FJ].@&@5SM4->C(I*^W&,NVWGY:\;8)2(L M6:,LHIF6U62JB-EU)BPS\*#0_T%^Q1,F\4 !UMJ+F?2[)#5$&8S-G:AL8WJ2 M*@K%,M%A@-:2$K=,0V5C<%Y*6 J.2&T>!PL8CW9#$I?K& R6@( MO9S93YFQ.HD,X/[)P51/QF+Q8HZ="XKU@6ME*9A0:E@M6.& M;-B[J3K-P4\:(\.SRQ" !TGV6BD-71TYPX0#*Y8L)]RKO%+?#Q\7O2F6&69; M92)2*OO(Z,.VE]T3^B$Z8FSG>*B!G:3D$B< $+)#@]-XX\+N_K1;>K@"QAIS M]7N1)M2S4Q;"U"RDM7QCS,FG^ H/.J;I,(>E:#(=@Q2@I6]9B(@%'M(>:!D% M\4^3@^B(U )3S8?@3U(34[)1+&"B-YFF^A.W(2N^'7@J;Q!G4 MP-H;Y.N&W + "AO6ES*D500K4I7Y>TY0A9^ 8I''-@<5B@U8QE^(8+#R)9;) MS.SY D?2@Y>3$*S.A&6A6/U,D%7-Y(@S+Y3!GQAK N+W,P&OX(FB8 1FR6+# ME>439<=V42EDQRU4%2SD88O2@=Q#-,JK:VH1TB M+"^,&]CNHRS)FJ%'&M_/0C@LI$ K:18SGBR$E[E'3.3CA"6 '902H&OF&--0 M'YUMJH#Y M0[JY99$_2C4'&)Z,L]T?P(*,10 AX]'U!!2GK)1?+YXR!"R=ERT5 MNX]H 0:#\#F(&US2+:\L,I+FE=F6 2\8 ;P,AEF0U@5L0F47U01#@8N5V-B( M56D7:F^A_II:S?2.AWSO5))O#,I3_45"?#E<7I"'DI_5E*T0E\6*<>66:)<6 M^M$<&UB==-\RZCM0 UD )"U@*&U70BECYMMJ%NX66 8G MV3F*9/D$UD4*UF!D&I=,8ZU%, @- *NJ7S@!9['T/B__3X$+VV&V6(A?SI<5 MOQ1BAH*2"P[U5C*Q*\+W&'+)0GO,-UWT<.Y)\DA(4#=#ZGZP[?>I]X'3ROFN M7#?TGKL>@:_!K%U%V0OUA%>_0%K>=+82RF;'W,)1%$]K#I2#-@GN76OC4 M?JT32NEE:_HX[ ML>C5*54]+19H8,E9>94DI!5A8)L8^EB-6:N;NO1KSS0>Z;4 M%PQ#DI2!J>L#GK=[LMDS-&V@B7P#T>_@^NMW +EW5]??&H D[B9U^PS3;4XT MX ;*"UUY_[D_PB)YD29,R+/"<=>]Y2>-EJ.;S&:6=V&O[*Z^6*C/6MR<7=HV2W?] M?#RE:RLZ[29OE MVS(I7I]AO-!/GBO&4.1?LJ1X>7V+R!$J@!60SM:79)1?7IT,&R\=F9"?D4+Q M2H%0LE..\\T>E'<0J,"2/E^D6[O2>@V:?:*KC[M'2OE"L+H%?J>A;J;KBAP( M;E\J6!/ZHGHSR/$@GAI (["-V(Y1\H58Q@VX%AC>7PB@9C=F>1E@I?/(8J%E MSR99*D%BF^+*>^ P:<4VP*60U<%39)+GTI%.1V_>U#B2K0]_%04S_;O5$<+C%4/7G8DP6S?OU':+ZNF8/V4[C=4E M2QXM4,RG?_,LN4B6@3)0"#MOQ.TIP)9R.7GR+,]Y3HK $WD"IS0/8$B'&%0414@Q9X=JYE!B @"=4XW=C9('XQ;6WCW'MU56%?=C'?? U M*MX^E=:J6PW^[.2@IH(:!Q%!;,!,F251F)3XKW J\)D(HG$1H$5O#9\B6,& M8EFCH16S6*'BD*AL9L%U D.^59''^AN)SL R"BS*T)JV5Z>')T>GYX.SH\[Q MH#OHCLX.!OUN^_CHZ/C\K#LZ;Z!),/K7Z.+=Z/C=F7?QX?SCY_>CAA@'4E'- M,+:,22R4-VC2$=V6K-$46]LBV5_R#:A:5),SF]?.1D7K-*;5P!4^J9N^GD Z M!K>_U!3V\NQ$]8+5W?)":.7"L;?K((S(82$IXL]CY/Q&C#,@>).:8)[GRU_^ M]K>;FYM6)B:MJ^2Z"2$=N"#5(*4^Q/XF%$J$@HQV V^'KR->Q%^0 M6 T?USPN3-<^#2T S 5@H36E+GE[2ZV+;5&H^?O_^57AT'\]A"]3AF^"G^%CG<&;Z<\/;#MLB8H= MT^#U\L%-HX#@',P?Y'#,$E#)&7?=0UW%!@I=U:8.,J M4D-$QJ.#XA8+B"DB_LZ!GC/6UTR9&"48VF9U-J@NT91P#KDT,Y '1YWN[WN\>!H>#CJGIVW^P3ZEI*CW>HI^?GB\I_>^>CDR\?/W]U7\F4B;M+9 MB@CE "V%"S)U(14'-(C*\X?VRF.3HT2SQ^1W0JN=H.X/_1"]*J),()<*Z7$S ME%*+ZSGVBQ^#/48]]*2^_Y/K?TGE C6<=W&!%G;W+72*)ND;MKR]]SI&I@WP M4S-1T-%(7 V58'+6Y]J .%'ML/$SG]E_E1_YJ(-V[ 'HP(/\2B9=URE>-.9) MEU:KY=@TZ997DWC(0K6L\69L^-@)X[S$!DI]PS5&6%_8B$U$JC.DYQDSL G> M_T*KU^+E>W$CL\X+CLM=Z*W"@G5E[]J]K$-U*@F>BCP-J4N-BA55RF37)QI> MQ/9.(? V%\%U2*F3]2M &#RKT"&85OCD5Q?F;95%RP:7AYD5@J6>/D;Y4$$H MP@)Y 5O>KQHZR,D CDPCYM-@".VH&[DZ:[9T ?6)''R3#B$Y9V6M5WX!G$)=K7LJ5X(%F0$)'&9,490:<4AKNAC?PSHV[ M6W3ER#2FP^ @*A $=C/\^K=HS7'7BQ1V70-13?C14ILZ14<\614:O\# = 2G M'N'0CA4^IXK7T4S\.M[<\MX;)^R^)8,:V'7+-L$3/YDG"34(D\N9<7[Q MH/DR1]PM52V-XE XSYW YD5F/AR@*?'OAI.O[$;31*T3 FC' M$&F:82<)?*L9H/#80]TUTU<3/,?.'FB6F"IJ!D[-$D)&"EU";P8:_Y7/81\. M#756]YA)W=4Y9$U!DO0=DL0A29Z(J1@#N]9=#57YIIK6DDG ,FIB\B^9, MI"0;9K/*>5(H1L!GZ-.(5Z]476%29/*VO,("+,,:NFEF9 M7*IRF9>S7W+)V*I!&.$^1HT TJ+HFLH$I9@L-S>_ @S4$98R&L;WH!0#*(9] M>U>5*04&S"IEJ;[XI?)&ENAR#.&!Q M,R/W.5!;MZQP/*S%Q4+\TLI:'>3UZJ+Q$T.%, 3E@S "F]5FKKQG)1]Z<(JL M&O&UID"7OT_\)O[:RY;)&A0C7?7>);,+=Z)D8/T?)(IG8566% \SZ06J_=%( M"\14V'M2U1M8U3S#"77@BA@ MMD_QU3'<@+$6 M]3/MR1&UHVDEB(I\BR<6DXE+0>+T9J%4, %!G+]TK"^7P?M ME^C[U6Y>VZ^G$IQ9!"Q;I@''[ZW+%AVU*!F;DR:RN@F4$A=.-K9--N!"17F MVYO$P>X.A9K; "PI61]2=R>^R0B&"Q8/H%6PO:B3HYV3HXFY]Z/@1EDMNC4E MYLJ<5.R:5)#=IBTY9;789EX)6136&;:/[#[Y5',YA[PU,83X%*V'M!0GS4M1 M^1L#76/W2_&($0[)#O$3]@=]+4C# V&%]"BP/(535[Z*7%C67.EU)D64B25> 5G MLSG;QQ Z\*!8U7 >M7)[T=1+C3.U U)V/4J%IS;W@15,X3!:PYTNB%A<)V6'L%N]E%?(NJL=!3)! F8HOFL/J*Y? MOOW;@T0.UT,\M@'*7P^&AZV>)S\9A:8[\<8,W^DCAW/0^>G18U@]:RWO5[6B M*N!#,4((TTXH=$DU@_H3 MJQW$5\N/$Y>FR'*S\7"TK0,?Y!QFM8^MHKXD*#_7;=S,Y?4/;[?4>IA.BD6& M3!@950#(+Z,ZB,*O6 <&@42X2(CE*K9?#>J)-/8$8?]3;%E2D46247S,E5EI MI1(5&]14BRZ\)@J *(KIK-0QG@@LG&) U90BX055"."6F;-+Z;/J2,PI9YP' M;E21Y=*N2+T*68O<,FE* !LBQ%S5AS#6(V_\4@DI0PFHCP;I;M3,5E0S "IC M%6^C,DG%J@0!WXG2[UR48-EGFK&#R9N9.5/U@*E,L2(;=3MNQ0I+FP_T'A,B M1V:1FLAS1#VFM>Y$AY1>9<61X4X"%E(YD);W(3$E#ROW$H]P9=RX#/"8E'I2 M-4#1RF<IH]6L8\?J!KA(0;WI^&4R?-A*1$0KXT$ M??I6=T7/#J;*2";>B[]V![U61UT"( ,/>^!'$I;RUWWY<_O0>IR"9S+([#?# M)5/19S#+O_8'K?:ZKYZ9]N"7IG6Z@DQ*5RRK/E(SG7!(=JI*;H_5Z1NI2FPN M9VZ"N7/*1,A*%LNW2%"=))N.&1=>HH:W4+ M,E!P703,<;I[F82$E0,F2ZL2.DYPIBDS\//Z!M3A2SEDJMP)-#E,:2;-\FR= MZ8YS59YPAE4[&LHGG>4_J92.+A;\["*)$<\&L[0\OH3Z;.E-0&,"/J]O(V.5 M BI" !?:#33W18C*E'0+3P%ROLD4:&9A*:T=Y*R/.H56XE EFF"5O7(R_T'* MJ '']C/4%<%:UGT)\\&O*B@,K6H96V=Z:)51->A*=_M'<-%V MV^TN;,'+-](-&MIKN%J>KFX:C/V MF 1F\L)($)_RBD%W=;>0O\;2@>&GFFR M5^R!,35-YAES8IEB-E!S*H]7HBA58NA00;87MMFI@$:Q#D9U0E+ 4K+1F,H@ MF/YI]0X3\95\:LE$@X9'%N.XW231!"GOG8J"9[&N,! NBM:1XJ :@UMUG,O@ MK2MN9)#,0@6++&,MF8FH@CD*9P240V]!E]^8HZ/A2@3EP\8,6 >?Y=0L09KT MQ5B:;JJYC<^;:!$HF'FJA:"%+K'BJ,ZS 4335 D0G-#([I=3?:ZJD^<0$A@N M40(DU%1^-%CT2J3\$M1^QUE=_*9K<5'Z2, M,JO%+(>:M5#^"YKE5#A!U+L)W2YF-/S<7A@IP7+'FF#B7]!YFR5@0BJ>%-!: MH&5\I:QUPSNN*J7Y:T[>@#&\.IBAB>5FV@F+*UBK')6.WV''K#AD4;B=XMZ]\L=@Y?CXO&H(XT*"AM"49$2"F,F ML'$1!=-\"/+^B?E'.@N8&:6\H#KW5&QK@-1V=D?!'B$Y!=X-JQ?C)]IS40=' M:2_Z%C: 7B8Y(93AT*3%,K<< +UD^F0HX\.W^C@"D5:A!-7&\BNT.>]-9*G\ M):DO$X]XS\VZ9"3(J]K5=I5>C 3J8BD+8Z<&:JBBP\\YB%P2;B0 M@<2FLI,JLFL<;NZX#=M_6SZJD!-@]G N@\[1^LN,CL2<6^D-F RBGAFU702L M01/SM/HV!J,K0H;#G010IF?V#&=?M?W*I2RUO)#AC&)&L>*+X5@0M/*2YU'^ M E2.'.P5_.WEMJ04$1*WR ZJJ)]8A<_Q!,I0H' MR2QRJ>NMOG"ZLG ,P5C0]1BL4YA7"R2.6UWW/D5K5Z+EFVI61RJ'!8GB354= M6TJ<=AX2N[S\-M"JE\T*51Q$Y(489&3N0B;=J2YJ>2WK*F!:WN_6=^H^@10_ M*.:$20E6X'0G94,:$\QUH-K^0"R! M&@&H*F_63I7VFY;LZ)X!,7&M0IT'*J(B9M 9R(Z3L)V3L(J7:(S/JI%@/#LD M%4\6NNIQ6JITY%I3I[=V6:J(C>4P6@@KA(Q/ MI(/IK*Y7+BK/U5>X'801#^(S4 6%#?6KB.?*N%/"=3T:(44[R]5>4* M9>9-C;B3M%V3M!"RUYC.Y7H.0]^6@:539)[.XVE.*R(.((3-7VV0$%CG*/WB4O+>^,KZ"UCER-=Y MON*/U@,E[@!NJ(I* !0AAJ."FZEZM\D,\4AP++C