0001628280-22-028033 | 10-Q | XBRL Viewer | Cross Country Healthcare INC

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.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
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-Topic 606
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Business Combination and Asset Acquisition [Abstract]

ACQUISITIONS

9 Months Ended

Sep. 30, 2022

ACQUISITIONS

Selected

On December 16, 2021, the Company purchased and acquired substantially all of the assets and assumed certain liabilities of Selected, Inc. (Selected) for a purchase price of $3.5 million in cash, subject to adjustment, and $1.5 million in shares (or 59,429 shares) of the Company's common stock. The transaction was treated as a purchase of assets for income tax purposes.

The sellers were eligible to receive up to an additional $1.5 million in earnout cash consideration, based on Selected's revenues for each of the twelve-month periods ending on the first and second anniversaries of the first day after the closing date. In the

second quarter of 2022, the Company determined that the contingent consideration earnout related to the Selected acquisition would not be achieved for 2022 and 2023 and, as a result, the entire liability was reversed. See Note 10 - Fair Value Measurements.

The Company assigned the following values to other identifiable intangible assets: (i) an immaterial amount to trade names with a weighted average estimated useful life of 2 years; (ii) $1.7 million to software with a weighted average estimated useful life of 5 years; and (iii) $2.9 million to a database, consisting of education professionals, with a weighted average estimated useful life of 5 years, for a total of $4.6 million in definite life intangible assets with a weighted average estimated useful life of 5 years.

The remaining excess purchase price over the fair value of net assets acquired of $0.4 million was recorded as goodwill on the Company's condensed consolidated balance sheets. See Note 7 - Goodwill, Trade Names, and Other Intangible Assets.

The acquisition was not significant and has been accounted for using the acquisition method of accounting. Associated immaterial acquisition-related costs incurred have been included in acquisition and integration-related costs on the Company's condensed consolidated statements of operations for the nine months ended September 30, 2022.

Cross Country Workforce Solutions Group (CCWSG)

On June 8, 2021, the Company purchased and acquired substantially all of the assets and assumed certain liabilities of Workforce Solutions Group, Inc. (WSG) for a purchase price of $25.0 million in cash and $5.0 million in shares (or 307,730 shares) of the Company's common stock. The parties agreed to a final net working capital reduction of $1.1 million, which was received in the fourth quarter of 2021. The transaction was treated as a purchase of assets for income tax purposes.

The sellers are also eligible to receive an earnout based on the business' performance through three years after the acquisition date that could provide up to an additional $15.0 million in cash. In the third quarter of 2022, the Company determined that the contingent consideration earnout was achieved for the 2021 through 2022 period and, as a result, the Company made a $7.5 million earnout payment. The remaining earnout liability's carrying amount of $7.5 million is included in current portion of earnout liability on the condensed consolidated balance sheets. See Note 10 - Fair Value Measurements.

The following table summarizes the fair value of the assets acquired and liabilities assumed on June 8, 2021:


	(amounts in thousands)
Cash and cash equivalents	$	957
Accounts receivable	11,991
Other current assets	59
Property and equipment	10
Right-of-use assets	1,078
Goodwill	22,066
Other intangible assets	14,200
Total assets acquired	50,361
Accounts payable and accrued expenses	3,562
Accrued compensation and benefits	1,387
Lease liability - current	316
Lease liability - non-current	762
Earnout liability	15,000
Total liabilities assumed	21,027
Net assets acquired	$	29,334

The Company assigned a value to other identifiable intangible assets of $14.2 million in customer relationships with a weighted average estimated useful life of 11.5 years.

The remaining excess purchase price over the fair value of net assets acquired of $22.1 million was recorded as goodwill on the Company's condensed consolidated balance sheets. See Note 7 - Goodwill, Trade Names, and Other Intangible Assets. The acquisition was not significant and has been accounted for using the acquisition method of accounting. The pro-forma impact on the Company's consolidated revenue from services and net income, including the pro forma effect of events that are directly attributable to the acquisition, was not significant.

COMPREHENSIVE INCOME	9 Months Ended
COMPREHENSIVE INCOME	Sep. 30, 2022
Equity [Abstract]
COMPREHENSIVE INCOME	COMPREHENSIVE INCOME Total comprehensive income includes net income or loss and foreign currency translation adjustments, net of any related deferred taxes, and is included within the accompanying condensed consolidated statements of operations. Certain of the Company’s foreign subsidiaries use their respective local currency as their functional currency. Assets and liabilities of these operations are translated at the exchange rates in effect on the balance sheet date. Income statement items are translated at the average exchange rates for the period. The cumulative impact of currency fluctuations related to the balance sheet translation is included in accumulated other comprehensive loss in the accompanying condensed consolidated balance sheets and was an unrealized loss of $1.4 million at September 30, 2022 and $1.3 million at December 31, 2021.

EARNINGS PER SHARE

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

EARNINGS PER SHARE

The following table sets forth the components of the numerator and denominator for the computation of the basic and diluted earnings per share:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
	(amounts in thousands, except per share data)
Numerator:
Net income attributable to common stockholders - Basic and Diluted	$	34,793	$	23,433	$	149,670	$	54,429

Denominator:
Weighted average common shares - Basic	37,101		36,963		37,200		36,593
Effect of diluted shares:
Share-based awards	391		619		541		683
Weighted average common shares - Diluted	37,492		37,582		37,741		37,276

Net income per share attributable to common stockholders - Basic	$	0.94	$	0.63	$	4.02	$	1.49

Net income per share attributable to common stockholders - Diluted	$	0.93	$	0.62	$	3.97	$	1.46

The following table represents the share-based awards that could potentially dilute net income per share attributable to common stockholders in the future that were not included in the computation of diluted net income per share attributable to common stockholders because to do so would have been anti-dilutive for the periods presented.


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022	2021
	(amounts in thousands)
Share-based awards	$	—	$	—	73	9

GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS

The Company had the following acquired intangible assets:


	September 30, 2022						December 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
	(amounts in thousands)
Intangible assets subject to amortization:
Databases	$	33,430	$	21,125	$	12,305	$	30,530	$	18,375	$	12,155
Customer relationships	47,738		20,649		27,089		47,738		17,581		30,157
Non-compete agreements	4		3		1		304		272		32
Trade names	30		12		18		—		—		—
Software	1,700		270		1,430		—		—		—
Other intangible assets, net	$	82,902	$	42,059	$	40,843	$	78,572	$	36,228	$	42,344

Intangible assets not subject to amortization:
Trade names, indefinite-lived					$	5,900					$	5,900

As of September 30, 2022, estimated annual amortization expense was as follows:


	(amounts in thousands)
Years Ending December 31:
2022	$	2,020
2023	8,051
2024	7,399
2025	6,840
2026	5,632
Thereafter	10,901
	$	40,843

The changes in the carrying amount of goodwill by reportable segment are as follows:


	Nurse And Allied Staffing		Physician Staffing		Total
	(amounts in thousands)
Balances as of December 31, 2021
Aggregate goodwill acquired	$	396,446	$	43,405	$	439,851
Sale of business	(9,889)		—		(9,889)
Accumulated impairment loss	(269,874)		(40,598)		(310,472)
Goodwill, net of impairment loss	116,683		2,807		119,490

Changes to aggregate goodwill in 2022
Goodwill acquisition adjustment - Selected (a)	(6,130)		—		(6,130)

Balances as of September 30, 2022
Aggregate goodwill acquired	390,316		43,405		433,721
Sale of business	(9,889)		—		(9,889)
Accumulated impairment loss	(269,874)		(40,598)		(310,472)
Goodwill, net of impairment loss	$	110,553	$	2,807	$	113,360

________________

(a) Represents an adjustment to the fair value of the identifiable net assets acquired, with a corresponding offset to goodwill, made during the measurement period related to the acquisition of Selected. See Note 4 - Acquisitions.

Goodwill, Trade Names, and Other Intangible Assets Impairment

The Company tests reporting units’ goodwill and intangible assets with indefinite lives for impairment annually during the fourth quarter and more frequently if impairment indicators exist. The Company performs quarterly qualitative assessments of significant events and circumstances such as reporting units’ historical and current results, assumptions regarding future performance, strategic initiatives and overall economic factors, including COVID, and macro-economic developments, to determine the existence of potential indicators of impairment and assess if it is more likely than not that the fair value of reporting units or intangible assets is less than their carrying value. If indicators of impairments are identified a quantitative impairment test is performed.

As of September 30, 2022 and 2021, the Company performed a qualitative assessment of each of its reporting units and determined it was not more likely than not that the fair value of its reporting units dropped below their carrying value. Although management believes that the Company's current estimates and assumptions utilized in its qualitative testing are reasonable and supportable, including its assumptions on the impact and timing related to COVID, there can be no assurance that the estimates and assumptions management used for purposes of its qualitative assessment as of September 30, 2022 will prove to be accurate predictions of future performance.

For its long-lived assets and definite-lived intangible assets, the Company reviews for impairment whenever events or changes in circumstances indicate the carrying amount may not be recoverable. As of September 30, 2022, the Company performed a qualitative assessment of its trade names and other intangible assets and, as a result, the Company wrote off a discontinued IT project and recorded a $1.9 million impairment charge. During the nine months ended September 30, 2021, the Company wrote off a discontinued software development project, resulting in an immaterial impairment charge.

DEBT

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

DEBT

The Company's long-term debt consists of the following:


	September 30, 2022				December 31, 2021
	Principal		Debt Issuance Costs		Principal		Debt Issuance Costs
	(amounts in thousands)
Term Loan, interest of 8.83% and 6.50% at September 30, 2022 and December 31, 2021, respectively	$	123,875	$	(3,320)	$	174,312	$	(5,396)
Senior Secured Asset-Based Loan, interest of 4.58% and 1.60% at September 30, 2022 and December 31, 2021, respectively	9,200		(3,642)		9,200		(991)
Note Payable, interest of 2.00% per annum at December 31, 2021	—		—		2,426		—
Total debt	133,075		(6,962)		185,938		(6,387)
Less current portion - Note Payable	—		—		2,426		—
Less current portion - Term Loan	—		—		1,750		—
Long-term debt	$	133,075	$	(6,962)	$	181,762	$	(6,387)

As of December 31, 2021, the current portion of the term loan and the note payable are included in current portion of debt on the condensed consolidated balance sheets. The final installment of the note payable, related to contingent consideration assumed as part of a prior period acquisition, was paid in the first quarter of 2022. The Company has elected to present the debt issuance costs associated with its revolving line-of-credit as an asset, which is included in other non-current assets on the condensed consolidated balance sheets. As a result, the long-term debt in the above table will not agree to long-term debt, net of current portion on the condensed consolidated balance sheets herein.

Late in the second quarter of 2022, the Company made an optional prepayment of $50.0 million on its term loan. The Company was entitled to determine the application of the prepayment, which was applied to all future amortization payments, with the balance applied to the remaining balloon payment in 2027. As of September 30, 2022, the aggregate schedule for maturities of debt are as follows:


	Term Loan		Senior Secured Asset-Based Loan
	(amounts in thousands)
Through Years Ending December 31:
2022	$	—	$	—
2023	—		—
2024	—		—
2025	—		—
2026	—		—
Thereafter	123,875		9,200
Total	$	123,875	$	9,200

2021 Term Loan Credit Agreement

On June 8, 2021, the Company entered into a Term Loan Credit Agreement (Term Loan Agreement) with certain lenders identified therein (collectively, the Lenders) and Wilmington Trust, National Association as administrative agent and collateral agent, pursuant to which the Lenders extended to the Company a six-year second lien subordinated term loan in the amount of $100.0 million (term loan). The term loan has an interest rate of one-month London Inter-Bank Offered Rate (LIBOR) plus 5.75% per annum, subject to a 0.75% LIBOR floor. The term loan was used to pay the cash consideration, as well as any costs, fees, and expenses in connection with the WSG acquisition (see Note 4 - Acquisitions), with the remainder used to pay down a portion of the asset-based credit facility. Fees paid in connection with the Term Loan Agreement have been included as debt issuance costs and as a reduction to the carrying amount of the term loan and are expected to be amortized to interest expense over the term of the Term Loan Agreement.

The borrowings under the Term Loan Agreement generally bear interest at a variable rate based on either LIBOR or Base Rate (as defined in the Term Loan Agreement) and are subject to mandatory prepayments of principal payable in quarterly installments, commencing on September 30, 2021, with each installment being in the aggregate principal amount of $0.3 million (subject to adjustment as a result of prepayments) provided that, to the extent not previously paid, the aggregate unpaid principal balance would be due and payable on the maturity date. The Term Loan Agreement contains various restrictions and covenants applicable to the Company and its subsidiaries, including a covenant to maintain a minimum net leverage ratio. The Company was in compliance with this covenant as of September 30, 2022. Obligations under the Term Loan Agreement are secured by substantially all the assets of the borrowers and guarantors under the Term Loan Agreement, subject to customary exceptions.

On November 18, 2021, the Company amended its Term Loan Agreement (Term Loan First Amendment), which provided the Company an incremental term loan in an aggregate amount equal to $75.0 million. Additionally, the Term Loan First Amendment increased the aggregate amount of all increases (as defined in the Term Loan Agreement) to be no greater than $115.0 million. The borrowings will be used primarily to fund organic growth. Commencing on December 31, 2021, installments of the mandatory prepayments will be in the aggregate principal amount of $0.4 million. All other terms, conditions, covenants, and pricing of the Term Loan Agreement remain the same. In conjunction with the Term Loan First Amendment, the Company entered into the Term Loan First Amendment to the Intercreditor Agreement, effective as of November 18, 2021, which sets forth the lien priority, relative rights, and other creditors’ rights issues in respect of the collateral lenders.

In addition to its scheduled payments, on June 23, 2022, the Company made an optional prepayment of $50.0 million to reduce interest costs, and paid a prepayment premium of $0.5 million pursuant to the Term Loan Agreement. As a result of the early prepayment, debt issuance costs of $1.4 million were written off in the three months ended June 30, 2022. The prepayment premium and the write-off of debt issuance costs are included as loss on early extinguishment of debt in the condensed consolidated statements of operations.

The term loan is secured by a second-priority security interest in the collateral as defined in the ABL Credit Agreement (Loan Agreement) (as described below), and Wells Fargo Bank, National Association as agent, as amended by the First Amendment, Second Amendment, Third Amendment, Fourth Amendment, and Fifth Amendment to the Loan Agreement. The lien priority, relative rights, and other creditors’ rights issues in respect of the collateral lenders are set forth in the Intercreditor Agreement, by and among Wells Fargo Bank, National Association, as first lien agent, and Wilmington Trust, National Association, as second lien agent, as amended, restated, amended and restated, supplemented or otherwise modified from time to time in accordance with the terms thereof dated June 8, 2021 (Intercreditor Agreement).

2019 Loan Agreement

Effective October 25, 2019, the Company terminated its commitments under its prior senior credit facility entered into in August 2017 and entered into a Loan Agreement, by and among the Company and certain of its domestic subsidiaries, as borrowers or guarantors, Wells Fargo, PNC Bank N.A., as well as other Lenders (as defined therein) from time to time parties thereto. The Loan Agreement provides for a five-year revolving senior secured asset-based credit facility (ABL) in the aggregate principal amount of up to $120.0 million (as described below), including a sublimit for swing loans up to $15.0 million and a $35.0 million sublimit for standby letters of credit.

On June 30, 2020, the Company amended its Loan Agreement (First Amendment), which increased the current aggregate committed size of the ABL from $120.0 million to $130.0 million. All other terms, conditions, covenants, and pricing of the Loan Agreement remained the same.

On March 8, 2021, the Company amended its Loan Agreement (Second Amendment), which increased the current aggregate committed size of the ABL from $130.0 million to $150.0 million, increased certain borrowing base sub-limits, and decreased both the cash dominion event and financial reporting triggers.

On June 8, 2021, the Company amended its Loan Agreement (Third Amendment), which permits the incurrence of indebtedness and grant of security as set forth in the Loan Agreement and in accordance with the Intercreditor Agreement, and provides mechanics relating to a transition away from LIBOR as a benchmark interest rate to a replacement alternative benchmark rate or mechanism for loans made in U.S. dollars.

On November 18, 2021, the Company amended its Loan Agreement (Fourth Amendment), whereby the permitted indebtedness (as defined in the Loan Agreement), was increased to $175.0 million.

On March 21, 2022, the Company amended its Loan Agreement (Fifth Amendment), which increased the current aggregate committed size of the ABL from $150.0 million to $300.0 million, extended the credit facility for an additional five years, and increased certain borrowing base sub-limits. In addition, the agreement provides the option for all or a portion of the borrowings to bear interest at a rate based on the Secured Overnight Financing Rate (SOFR) or Base Rate, at the election of the

borrowers, plus an applicable margin. The applicable margin will increase 10 basis points due to the credit spread associated with the transition to SOFR.

These amendments were treated as modifications of debt and, as a result, the associated fees and costs were included in debt issuance costs and will be amortized ratably over the remaining term of the Loan Agreement.

Availability of the ABL commitments is subject to a borrowing base of up to 85% of secured eligible accounts receivable, subject to adjustment at certain quality levels, minus customary reserves and subject to customary adjustments. Revolving loans and letters of credit issued under the Loan Agreement reduce availability under the ABL on a dollar-for-dollar basis. Availability under the ABL will be used for general corporate purposes. At September 30, 2022, borrowing base availability under the ABL was $300.0 million and the Company had $9.2 million of borrowings drawn, as well as $17.5 million of letters of credit outstanding related to workers' compensation and professional liability policies, leaving $273.3 million of excess availability.

As of September 30, 2022, the interest rate spreads and fees under the Loan Agreement were based on SOFR plus 1.60% for the revolving portion of the borrowing base. The Base Rate (as defined by the Loan Agreement) margin would have been 0.50% for the revolving portion. The SOFR and Base Rate margins are subject to monthly pricing adjustments, pursuant to a pricing matrix based on the Company’s excess availability under the revolving credit facility. In addition, the facility is subject to an unused line fee, letter of credit fees, and an administrative fee. The unused line fee is 0.375% of the average daily unused portion of the revolving credit facility.

The Loan Agreement contains various restrictions and covenants applicable to the Company and its subsidiaries, including a covenant to maintain a minimum fixed charge coverage ratio. The Company was in compliance with this covenant as of September 30, 2022. Obligations under the ABL are secured by substantially all the assets of the borrowers and guarantors, subject to customary exceptions.

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.

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LEASES

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

LEASES

The Company's lease population of its right-of-use assets and lease liabilities is substantially related to the rental of office space. The Company enters into lease agreements as a lessee that may include options to extend or terminate early. Some of these real estate leases require variable payments of property taxes, insurance, and common area maintenance, in addition to base rent. Certain of the leases have provisions for free rent months during the lease term and/or escalating rent payments and, particularly for the Company’s longer-term leases for its corporate offices, it has received incentives to enter into the leases, such as receiving up to a specified dollar amount to construct tenant improvements. These leases do not include residual value guarantees, covenants, or other restrictions.

Beginning in the second quarter of 2020, in connection with the continuing developments from COVID, the Company expedited restructuring plans and either reduced or fully vacated leased office space. The Company is in the process of seeking to sublet some of the space where possible. The decision and change in the use of space resulted in a right-of-use asset impairment charge of $2.8 million and $1.7 million for the nine months ended September 30, 2022 and 2021, respectively. This loss was determined by comparing the fair value of the impacted right-of-use assets to the carrying value of the assets as of the impairment measurement date. The fair value of the right-of-use assets was based on the estimated sublease income for the space taking into consideration the time period it will take to obtain a subtenant, the applicable discount rate, and the sublease rate. For the nine months ended September 30, 2022 and 2021, the Company wrote off an immaterial amount of leasehold improvements and other property and equipment related to these locations. The measurement of the right-of-use asset impairments, using the assumptions described, is a Level 3 fair value measurement. See Note 10 - Fair Value Measurements for a description of Level 3 inputs.

The table below presents the lease-related assets and liabilities included on the condensed consolidated balance sheets:


Classification on Condensed Consolidated Balance Sheets:	September 30, 2022		December 31, 2021
	(amounts in thousands)
Operating lease right-of-use assets	$	3,249	$	7,488
Operating lease liabilities - current	$	4,489	$	4,090
Operating lease liabilities - non-current	$	5,493	$	10,853


	September 30, 2022		December 31, 2021
Weighted average remaining lease term	2.4 years		3.4 years
Weighted average discount rate	6.31	%	6.39	%

The table below reconciles the undiscounted cash flows for each of, and total of, the remaining years to the operating lease liabilities (which do not include short-term leases) recorded on the condensed consolidated balance sheets as of September 30, 2022:


	(amounts in thousands)
Years Ending December 31:
2022	$	854
2023	5,135
2024	3,047
2025	1,886

Total minimum lease payments	10,922
Less: amount of lease payments representing interest	(940)
Present value of future minimum lease payments	9,982
Less: operating lease liabilities - current	(4,489)
Operating lease liabilities - non-current	$	5,493

Other Information

The table below provides information regarding supplemental cash flows:


	Nine Months Ended
	September 30,
	2022		2021
	(amounts in thousands)
Supplemental Cash Flow Information:
Cash paid for amounts included in the measurement of operating lease liabilities	$	4,446	$	4,692
Right-of-use assets acquired under operating lease	$	59	$	1,088

The components of lease expense are as follows:


	Three Months Ended
	September 30,
	2022		2021
	(amounts in thousands)
Amounts Included in Condensed Consolidated Statements of Operations:
Operating lease expense	$	596	$	848
Short-term lease expense	$	1,743	$	1,033
Variable and other lease costs	$	2,027	$	419

	Nine Months Ended
	September 30,
	2022		2021
	(amounts in thousands)
Amounts Included in Condensed Consolidated Statements of Operations:
Operating lease expense	$	2,043	$	2,700
Short-term lease expense	$	4,128	$	2,523
Variable and other lease costs	$	1,674	$	1,638

Operating lease expense, short-term lease expense, and variable and other lease costs are included in selling, general and administrative expenses, direct operating expenses, and restructuring costs in the condensed consolidated statements of operations, depending on the nature of the leased asset. Operating lease expense is reported net of sublease income, which is not material. Variable and other lease costs for the nine months ended September 30, 2022 include a benefit associated with the early termination of a lease for one of the Company's corporate offices which was previously restructured.

As of September 30, 2022, the Company did not have any material operating leases which had not yet commenced. The Company has an immaterial amount of finance lease contracts related to other equipment rentals which are not included in the above disclosures.

FAIR VALUE MEASUREMENTS

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. A fair value hierarchy was established which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value:

Level 1—Quoted prices in active markets for identical assets or liabilities.

Level 2—Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Items Measured at Fair Value on a Recurring Basis:

The Company’s financial assets/liabilities required to be measured on a recurring basis were its: (i) deferred compensation asset included in other non-current assets; and (ii) deferred compensation liability included in other long-term liabilities on its condensed consolidated balance sheets.

Deferred compensation—The Company utilizes Level 1 inputs to value its deferred compensation assets and liabilities. The Company’s deferred compensation assets and liabilities are measured using publicly available indices, as per the plan documents.

The estimated fair value of the Company’s financial assets and liabilities measured on a recurring basis is as follows:

Fair Value Measurements


	September 30, 2022		December 31, 2021
	(amounts in thousands)
Financial Assets:
(Level 1)
Deferred compensation asset	$	2,219	$	1,398
Financial Liabilities:
(Level 1)
Deferred compensation liability	$	2,317	$	2,457

Items Measured at Fair Value on a Non-Recurring Basis:

The Company's non-financial assets, such as goodwill, trade names, other intangible assets, right-of-use assets, and property and equipment, are measured at fair value when there is an indicator of impairment and are recorded at fair value only when an impairment charge is recognized.

The nine months ended September 30, 2022 and 2021 included impairment charges to right-of-use assets along with related property and equipment in connection with leases that were vacated. The nine months ended September 30, 2022 also included impairment charges primarily related to the write-off of a discontinued IT project in the third quarter of 2022. Accordingly, as of September 30, 2022 and 2021, these assets were recorded at fair value using Level 3 inputs. See Note 7 - Goodwill, Trade Names, and Other Intangible Assets and Note 9 - Leases for more information about these fair value measurements.

Other Fair Value Disclosures:

Financial instruments not measured or recorded at fair value in the condensed consolidated balance sheets consist of cash and cash equivalents, accounts receivable, and accounts payable and accrued expenses. The estimated fair value of accounts receivable and accounts payable and accrued expenses approximate their carrying amount due to the short-term nature of these instruments. Other financial instruments not measured or recorded at fair value include: (i) note payable, (ii) ABL, (iii) term loan, (iv) earnout liabilities related to the WSG acquisition, and (v) earnout liabilities related to the Selected acquisition, as discussed below.

(i) The Company paid the third and final installment on its note payable in the first quarter of 2022. Due to its relatively short-term nature, the carrying value of the note payable approximated its fair value. (ii) The carrying amount of the Company's ABL approximates fair value because the interest rates are variable and reflective of market rates. (iii) The estimated fair value of the Company's term loan was calculated applying an interest rate lattice model using Level 2 inputs from available market information. (iv) Potential earnout payments related to the WSG acquisition are contingent upon meeting certain performance requirements based on 2021 through 2023 performance. The Company performed an analysis using multiple forecasted scenarios to determine the fair value of the earnout liability. In the third quarter of 2022, the Company determined that the contingent consideration earnout related to the WSG acquisition was achieved for the 2021 through 2022 period and, as a result, the Company made a $7.5 million earnout payment. The remaining earnout liability's carrying amount approximates fair value and is included in current portion of earnout liability on the condensed consolidated balance sheets. See Note 4 - Acquisitions. (v) Potential earnout payments related to the Selected acquisition were contingent upon meeting certain performance requirements based on 2022 and 2023 revenues. The earnout liability's carrying amount approximates fair value and was included in current portion of earnout liability and non-current earnout liability on the condensed consolidated balance sheets. In the second quarter of 2022, the Company determined that the contingent consideration earnout related to the Selected acquisition would not be achieved for 2022 and 2023 and, as a result, the entire liability was reversed. See Note 4 - Acquisitions.

The carrying amounts and estimated fair value of the Company’s significant financial instruments that were not measured at fair value are as follows:


	September 30, 2022				December 31, 2021
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
			(amounts in thousands)
Financial Liabilities:
(Level 2)
Note Payable	$	—	$	—	$	2,426	$	2,426
Senior Secured Asset-Based Loan	$	9,200	$	9,200	$	9,200	$	9,200
Term Loan, net	$	123,875	$	120,023	$	174,312	$	174,845
Earnout Liability (WSG)	$	7,500	$	7,500	$	15,000	$	15,000
Earnout Liability (Selected)	$	—	$	—	$	1,500	$	1,500

Concentration of Credit Risk:

See discussion of credit losses and allowance for doubtful accounts in Note 2 - Summary of Significant Accounting Policies. Overall, based on the large number of customers in differing geographic areas, primarily throughout the United States and its territories, the Company believes the concentration of credit risk is limited.

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.

+ References + Details

STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

STOCKHOLDERS' EQUITY

STOCKHOLDERS’ EQUITY

Stock Repurchase Program

On August 16, 2022, the Company's Board of Directors authorized a new stock repurchase program (the New Repurchase Program), whereby the Company may repurchase up to $100.0 million of its shares of common stock, subject to the terms of its current credit agreements. The shares may be repurchased from time-to-time in the open market or in privately negotiated transactions. The New Repurchase Program was effective immediately and may be discontinued at any time at the Board's discretion. In addition to the repurchase of $100.0 million of its shares of common stock under the New Repurchase Program, the Company was authorized to continue to repurchase any remaining shares available for repurchase under the Company's previous stock repurchase program, which was approved by the Board of Directors on February 28, 2008 (the Prior Repurchase Program). Upon completion of the authorized number of shares available for repurchase under the Prior Repurchase Program, the Company commenced repurchases under the New Repurchase Program during the third quarter of 2022. During the third quarter, the Company repurchased and retired, under both the Prior Repurchase Program and the New Repurchase Program, a total of 1,014,815 shares of common stock for $24.3 million, at an average market price of $23.97 per share. During the three and nine months ended September 30, 2021, the Company did not repurchase any shares of its common stock.

As of September 30, 2022, the Company had $87.2 million remaining for share repurchase under the New Repurchase Program, subject to certain conditions in the Company's Loan Agreement and Term Loan Agreement. At September 30, 2022, the Company had 36,508,529 unrestricted shares of common stock outstanding.

Share-Based Payments

On May 19, 2020, the Company's stockholders approved the Cross Country Healthcare, Inc. 2020 Omnibus Incentive Plan (2020 Plan), which replaced the 2017 Omnibus Incentive Plan (2017 Plan), and applies to awards granted after May 19, 2020. The remaining shares available for grant under the 2017 Plan were cancelled and no further awards will be granted under that plan. The 2020 Plan generally mirrors the terms of the 2017 Plan and includes the following provisions: (i) an aggregate share reserve of 3,000,000 shares; (2) annual dollar and share limits of awards granted to employees and consultants, as well as non-employee directors, based on type of award; (3) awards granted generally will be subject to a minimum one-year vesting schedule; and (4) awards may be granted under the 2020 Plan until March 24, 2030.

The following table summarizes restricted stock awards and performance stock awards activity issued under the 2017 Plan and the 2020 Plan (Plans) for the nine months ended September 30, 2022:


	Restricted Stock Awards			Performance Stock Awards
	Number of Shares	Weighted Average Grant Date Fair Value		Number of Target Shares	Weighted Average Grant Date Fair Value
Unvested restricted stock awards, January 1, 2022	1,039,455	$	9.75	522,166	$	8.64
Granted	287,774	$	20.76	171,873	$	18.94
Vested	(575,051)	$	9.14	(170,278)	$	7.03
Forfeited	(79,520)	$	14.10	(47,675)	$	12.33
Unvested restricted stock awards, September 30, 2022	672,658	$	14.47	476,086	$	12.56

Restricted stock awards granted under the Company’s Plans entitle the holder to receive, at the end of a vesting period, a specified number of shares of the Company’s common stock. Share-based compensation expense is measured by the market value of the Company’s stock on the date of grant.

Awards granted to non-employee directors under the 2017 Plan, prior to the adoption of the 2020 Plan, vest in three equal installments on the first, second, and third anniversaries of the grant date, while restricted shares granted under the 2020 Plan on and subsequent to June 2020 will vest on the first anniversary of such grant date, or earlier subject to retirement eligibility. In addition, effective in the three months ended June 30, 2020, the Company implemented modified guidelines that provide for accelerated vesting of restricted stock grants on the last date of service when a retirement-eligible director retires.

Pursuant to the Plans, the number of target shares that are issued for performance-based stock awards are determined based on the level of attainment of the targets. During the first quarter of 2022, the Company's Compensation Committee of the Board of Directors approved a 120% level of attainment for the 2019 performance-based share awards, resulting in the issuance of 170,278 performance shares that vested on March 31, 2022.

During the three and nine months ended September 30, 2022, $1.5 million and $5.2 million, respectively, was included in selling, general and administrative expenses related to share-based payments. During the nine months ended September 30, 2022, a net of 499,700 shares of common stock were issued upon the vesting of restricted and performance stock. No shares vested during the three months ended September 30, 2022.

During the three and nine months ended September 30, 2021, $1.8 million and $5.3 million, respectively, was included in selling, general and administrative expenses related to share-based payments, and a net of 2,576 and 479,206 shares, respectively, of common stock were issued upon the vesting of restricted stock.

SEGMENT DATA

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

SEGMENT DATA

The Company’s segments offer services to its customers as described below:

● Nurse and Allied Staffing – Nurse and Allied Staffing provides traditional staffing, recruiting, and value-added total talent solutions including: temporary and permanent placement of travel and local nurse and allied professionals, managed services programs (MSP) services, education healthcare services, in-home care services, and outsourcing services. In addition, Nurse and Allied Staffing provides retained search services for healthcare professionals, as well as contingent search and recruitment process outsourcing services. Its clients include: public and private acute-care and non-acute care hospitals, government facilities, local and national healthcare plans, managed care providers, public schools and charter schools, outpatient clinics, ambulatory care facilities, physician practice groups, and many other healthcare providers throughout the United States.

● Physician Staffing – Physician Staffing provides physicians in many specialties, as well as certified registered nurse anesthetists, nurse practitioners, and physician assistants as independent contractors on temporary assignments throughout the United States at various healthcare facilities, such as acute and non-acute care facilities, medical group practices, government facilities, and managed care organizations.

The Company evaluates performance of each segment primarily based on revenue and contribution income. The Company defines contribution income as income (loss) from operations before depreciation and amortization, acquisition and integration-related costs, restructuring (benefits) costs, legal settlement charges, impairment charges, and corporate overhead. The Company does not evaluate, manage, or measure performance of segments using asset information; accordingly, total asset information by segment is not prepared or disclosed. The information in the following table is derived from the segments’ internal financial information as used for corporate management purposes. Certain corporate expenses are not allocated to and/or among the operating segments.

Information on operating segments and a reconciliation to income from operations for the periods indicated are as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
	(amounts in thousands)
Revenue from services:
Nurse and Allied Staffing	$	612,270	$	356,139	$	2,109,293	$	985,335
Physician Staffing	23,828		18,766		69,098		50,638
	$	636,098	$	374,905	$	2,178,391	$	1,035,973

Contribution income:
Nurse and Allied Staffing	$	77,838	$	40,645	$	285,506	$	113,346
Physician Staffing	837		910		3,822		2,900
	78,675		41,555		289,328		116,246

Corporate overhead (a)	16,447		12,049		50,284		40,326
Depreciation and amortization	3,214		2,680		9,414		7,132
Acquisition and integration-related costs	490		61		530		985
Restructuring costs	2,493		318		1,859		2,391
Impairment charges	3,856		—		5,597		2,070
Income from operations	$	52,175	$	26,447	$	221,644	$	63,342

_______________

(a) Corporate overhead includes unallocated executive leadership and other centralized corporate functional support costs such as finance, IT, legal, human resources, and marketing, as well as public company expenses and corporate-wide projects (initiatives).

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.

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CONTINGENCIES	9 Months Ended
CONTINGENCIES	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
CONTINGENCIES	CONTINGENCIES Legal Proceedings From time to time, the Company is involved in various litigation, claims, investigations, and other proceedings that arise in the ordinary course of its business. These matters primarily relate to employee-related matters that include individual and collective claims, professional liability, tax, and payroll practices. The Company establishes reserves when available information indicates that a loss is probable and an amount or range of loss can be reasonably estimated. These assessments are performed at least quarterly and are based on the information available to management at the time and involve significant management judgment to determine the probability and estimated amount of potential losses, if any. Based on the available information considered in its reviews, the Company adjusts its loss contingency accruals and its disclosures as may be required. Actual outcomes or losses may differ materially from those estimated by the Company's current assessments, including available insurance recoveries, which would impact the Company's profitability. Adverse developments in existing litigation claims or legal proceedings involving the Company or new claims could require management to establish or increase litigation reserves or enter into unfavorable settlements or satisfy judgments for monetary damages for amounts in excess of current reserves, which could adversely affect the Company's financial results. The Company believes the outcome of any outstanding loss contingencies as of September 30, 2022 will not have a material adverse effect on its business, financial condition, results of operations, or cash flows. Sales and Other State Non-Income Tax Liabilities The Company's sales and other state non-income tax filings are subject to routine audits by authorities in the jurisdictions where it conducts business in the United States which may result in assessments of additional taxes. The Company accrues sales and other non-income tax liabilities based on the Company's best estimate of its probable liability utilizing currently available information and interpretation of relevant tax regulations. Given the nature of the Company's business, significant subjectivity exists as to both whether sales and other state non-income taxes can be assessed on its activity and how the sales tax will ultimately be measured by the relevant jurisdictions. The Company makes a determination for each reporting period whether the estimates for sales and other non-income taxes in certain states should be revised. The expense is included in selling, general and administrative expenses in the Company's condensed consolidated statements of operations and the liability is reflected in sales tax payable within other current liabilities in its condensed consolidated balance sheets.

INCOME TAXES	9 Months Ended
INCOME TAXES	Sep. 30, 2022
Income Tax Disclosure [Abstract]
INCOME TAXES	INCOME TAXES For the three and nine months ended September 30, 2022, the Company calculated its effective tax rate estimating its annual effective tax rate, as opposed to the three and nine months ended September 30, 2021 whereby the Company calculated its effective tax rate based on year-to-date results. The Company’s effective tax rate for the three and nine months ended September 30, 2022 was 28.6% and 28.7%, respectively, including the impact of discrete items, and 28.6% and 29.3%, respectively, excluding discrete items. The Company's effective tax rate for the three and nine months ended September 30, 2021 was 4.9% and 9.1%, respectively, including the impact of discrete items, and 4.9% and 5.9%, respectively, excluding discrete items. The effective tax rate for the three and nine months ended September 30, 2022 was primarily impacted by federal and state taxes. As a result of the Company's valuation allowance on substantially all of its domestic deferred tax assets, the effective tax rate for the three and nine months ended September 30, 2021 was primarily impacted by international taxes and state taxes, while the effective tax rate for the nine months ended September 30, 2021 was also impacted by additional valuation allowance required as a result of the WSG acquisition. During the fourth quarter of 2021, the Company concluded that it was more likely than not that a benefit from a substantial portion of its United States federal and state deferred tax assets would be realized and released the majority of its valuation allowance. As of December 31, 2021, the Company had an immaterial amount of valuation allowance on its deferred tax assets related to state net operating losses not expected to be realized before expiration. There was no valuation allowance related to state net operating losses as of September 30, 2022. On August 16, 2022, President Biden signed the Inflation Reduction Act (the IRA) into law in the U.S. Among other changes, the IRA introduced an excise tax on certain stock repurchases by certain covered corporations for taxable years beginning after December 31, 2022. Based on its current estimates and pending future guidance to be issued by the Internal Revenue Service, the Company does not believe these provisions will have a material impact on its consolidated financial statements. The tax years 2012 through 2021 remain open to examination by certain taxing jurisdictions to which the Company is subject to tax.

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.

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-Name Accounting Standards Codification
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-Paragraph 1
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RELATED PARTY TRANSACTIONS	9 Months Ended
RELATED PARTY TRANSACTIONS	Sep. 30, 2022
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	RELATED PARTY TRANSACTIONS The Company has entered into an arrangement for digital marketing services provided by a firm that is related to Mr. Clark, the Company's non-executive Chairman of the Board of Directors since April 1, 2022, and the Company's Co-Founder & Chief Executive Officer through March 31, 2022. Mr. Clark is a minority shareholder in the firm's parent company and is a member of the parent company's Board of Directors. Management believes the terms of the arrangement are equivalent to those prevailing in an arm's-length transaction and have been approved by the Company through its related party process. The digital marketing firm manages a limited number of digital publishers covering various Company brands for a monthly management fee. During the three and nine months ended September 30, 2022 and 2021, the Company incurred an immaterial amount in expenses. The Company had immaterial payable balances at September 30, 2022 and December 31, 2021. The Company provides services to entities which are affiliated with certain members of the Company’s Board of Directors. Management believes the services were conducted on terms equivalent to those prevailing in an arm's-length transaction. Revenue related to these transactions was $0.7 million and $1.5 million for the three and nine months ended September 30, 2022, respectively, and an immaterial amount for the three and nine months ended September 30, 2021. Accounts receivable due from these entities was an immaterial amount at September 30, 2022 and December 31, 2021. Following the WSG acquisition on June 8, 2021, the Company continued to rent WSG's headquarters. The Chief Executive Officer and Founder of WSG, who is currently a business unit president with the Company, is an agent of the lessor. The lease term for WSG's headquarters expires on December 31, 2024. The Company paid an immaterial amount in rent expense for these premises for the three and nine months ended September 30, 2022 and the three months ended September 30, 2021. The Company had no payable balance at September 30, 2022 and December 31, 2021.

RECENT ACCOUNTING PRONOUNCEMENTS	9 Months Ended
RECENT ACCOUNTING PRONOUNCEMENTS	Sep. 30, 2022
Accounting Standards Update and Change in Accounting Principle [Abstract]
RECENT ACCOUNTING PRONOUNCEMENTS	RECENT ACCOUNTING PRONOUNCEMENTSOn October 28, 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires contract assets and contract liabilities such as deferred revenue acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers. Generally, this amendment will result in the acquirer recognizing contract assets and contract liabilities at the same amounts recorded by the acquiree. Historically such amounts were recognized by the acquirer at fair value in acquisition accounting. This guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The amendments should be applied prospectively to business combinations occurring on or after the effective date of the amendments. Early adoption is permitted, including adoption in an interim period. The Company is currently in the process of evaluating this standard and expects to adopt this standard in its first quarter of 2023.

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

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Schedule of Allowance for Doubtful Accounts

SUBSEQUENT EVENTS	9 Months Ended
SUBSEQUENT EVENTS	Sep. 30, 2022
Subsequent Events [Abstract]
SUBSEQUENT EVENTS	SUBSEQUENT EVENTS Acquisition On October 3, 2022, the Company completed the acquisition of substantially all of the assets and certain liabilities of Mint Medical Physician Staffing, LP (Mint) and Lotus Medical Staffing LLC (Lotus). Mint and Lotus place healthcare professionals in locum tenens positions throughout the country. The purchase price of the acquisition was paid for with a proportional combination of cash and shares of the Company's common stock. The acquisition was not significant to the Company's condensed consolidated financial statements. Debt Prepayment On October 26, 2022, the Company made an optional prepayment on its term loan, resulting in a prepayment premium and the write-off of debt issuance costs. The prepayment was applied to the remaining balloon payment in 2027.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	9 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Sep. 30, 2022
Accounting Policies [Abstract]
Nature of Business	Nature of Business The accompanying condensed consolidated financial statements include the accounts of Cross Country Healthcare, Inc. and its direct and indirect wholly-owned subsidiaries (collectively, the Company). In the opinion of management, all adjustments necessary for a fair presentation of such unaudited condensed consolidated financial statements have been included. All such adjustments consisted of all normal recurring items, including the elimination of all intercompany transactions and balances. Cross Country Talent Acquisition Group, LLC was a joint venture controlled but not wholly-owned by the Company. Effective December 31, 2020, the sole professional staffing services agreement held by this joint venture was terminated and, as a result, the Company dissolved Cross Country Talent Acquisition Group, LLC in the third quarter of 2021.
Basis of Accounting	The accompanying condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (U.S. GAAP) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and notes required by U.S. GAAP for complete financial statements. These operating results are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2021 included in the 2021 Form 10-K. The December 31, 2021 condensed consolidated balance sheet included herein was derived from the December 31, 2021 audited consolidated balance sheet included in the 2021 Form 10-K.
Use of Estimates	Use of EstimatesThe preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and accompanying notes. Management has assessed various accounting estimates and other matters, including those that require consideration of forecasted financial information, in context of the unknown future impacts of the global COVID pandemic using information that is reasonably available to the Company at the time. Significant estimates and assumptions are used for, but not limited to: (i) the valuation of accounts receivable; (ii) goodwill, trade names, and other intangible assets; (iii) other long-lived assets; (iv) revenue recognition; (v) accruals for health, workers’ compensation, and professional liability claims; (vi) valuation of deferred tax assets; (vii) legal contingencies; and (viii) income taxes. Accrued insurance claims and reserves include estimated settlements from known claims and actuarial estimates for claims incurred but not reported. As additional information becomes available to the Company, its future assessment of these estimates, including management's expectations at the time regarding the duration, scope, and severity of the pandemic, as well as other factors, could materially and adversely impact the Company's consolidated financial statements in future reporting periods. Actual results could differ from those estimates.
Risks and Uncertainties	Risks and Uncertainties The Company’s future results of operations and liquidity could be materially adversely affected by macroeconomic factors contributing to delays in payments from clients and inflationary pressure, uncertain or reduced demand, and the impact of any initiatives or programs that the Company may undertake to address financial and operational challenges faced by its clients. The Company is also subject to additional risks and uncertainties due to the ongoing COVID pandemic. The extent of the impact on the Company’s business is highly uncertain and difficult to predict.
Accounts Receivable, net	Accounts Receivable, net The timing of revenue recognition, billings, and collections results in billed and unbilled accounts receivable from customers, which are classified as accounts receivable on the condensed consolidated balance sheets and are presented net of allowances for doubtful accounts and sales allowances. Estimated revenue for the Company employees', subcontracted employees', and independent contractors’ time worked but not yet billed at September 30, 2022 and December 31, 2021 totaled $161.2 million and $140.0 million, respectively. The Company generally does not require collateral and mitigates its credit risk by performing credit evaluations and monitoring at-risk accounts. The allowance for doubtful accounts is established for losses expected to be incurred on accounts receivable balances. Accounts receivable are written off against the allowance for doubtful accounts when the Company determines amounts are no longer collectible. Judgment is required in the estimation of the allowance and the Company evaluates the collectability of its accounts receivable and contract assets based on a combination of factors. The Company bases its allowance for doubtful account estimates on its historical write-off experience, current conditions, an analysis of the aging of outstanding receivable and customer payment patterns, and specific reserves for customers in adverse condition adjusted for current expectations for the customers or industry. Based on the information currently available, the Company also considered current expectations of future economic conditions, including the impact of COVID, when estimating its allowance for doubtful accounts. In addition to the allowance for doubtful accounts, the Company maintains a sales allowance for billing-related adjustments which may arise in the ordinary course of business and adjustments to the reserve are recorded as contra-revenue. The balance of this allowance as of September 30, 2022 and December 31, 2021 was $1.4 million and $0.8 million, respectively.The Company’s contract terms typically require payment between 30 to 60 days from the date of invoice and are considered past due based on the particular negotiated contract terms. The majority of the Company's customers are U.S. based healthcare systems with a significant percentage in acute-care facilities.
Restructuring Costs	Restructuring Costs The Company considers restructuring activities to be programs whereby it fundamentally changes its operations, such as closing and consolidating facilities, reducing headcount, and realigning operations in response to changing market conditions. As a result, restructuring (benefits) costs on the condensed consolidated statements of operations primarily include employee termination costs and lease-related exit costs.
Recently Accounting Pronouncement	On October 28, 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, which requires contract assets and contract liabilities such as deferred revenue acquired in a business combination to be recognized and measured by the acquirer on the acquisition date in accordance with ASC 606, Revenue from Contracts with Customers. Generally, this amendment will result in the acquirer recognizing contract assets and contract liabilities at the same amounts recorded by the acquiree. Historically such amounts were recognized by the acquirer at fair value in acquisition accounting. This guidance is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The amendments should be applied prospectively to business combinations occurring on or after the effective date of the amendments. Early adoption is permitted, including adoption in an interim period. The Company is currently in the process of evaluating this standard and expects to adopt this standard in its first quarter of 2023.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

The opening balance of the allowance for doubtful accounts is reconciled to the closing balance for expected credit losses as follows:




	2022		2021
	(amounts in thousands)
Balance at January 1	$	6,087	$	3,416
Bad Debt Expense	2,369		504
Write-Offs, net of Recoveries	(365)		(699)
Balance at March 31	8,091		3,221
Bad Debt Expense	3,192		466
Write-Offs, net of Recoveries	(426)		(358)
Balance at June 30	$	10,857	$	3,329
Bad Debt Expense	1,101		1,441
Write-Offs, net of Recoveries	(593)		(138)
Balance at September 30	$	11,365	$	4,632

Schedule of Restructuring and Related Costs

Reconciliation of the employee termination costs and lease-related exit costs (benefits) beginning and ending liability balance is presented below:



	Employee Termination		Lease-Related
	(amounts in thousands)
Balance at January 1, 2022	$	160	$	2,423
Charged to restructuring(a)	—		389
Payments and adjustments	(160)		(192)
Balance at March 31, 2022	—		2,620
Charged to restructuring(a)	200		(1,379)
Payments	—		(202)
Balance at June 30, 2022	$	200	$	1,039
Charged to restructuring(a)	735		1,755
Payments	(24)		(254)
Balance at September 30, 2022	$	911	$	2,540

________________

REVENUE RECOGNITION (Tables)

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregation of Revenue


	Three Months ended September 30, 2022
	Nurse And Allied Staffing		Physician Staffing		Total Segments
	(amounts in thousands)
Temporary Staffing Services	$	592,398	$	22,811	$	615,209
Other Services	19,872		1,017		20,889
Total	$	612,270	$	23,828	$	636,098

	Three Months ended September 30, 2021
	Nurse And Allied Staffing		Physician Staffing		Total Segments
	(amounts in thousands)
Temporary Staffing Services	$	347,115	$	18,055	$	365,170
Other Services	9,024		711		9,735
Total	$	356,139	$	18,766	$	374,905

	Nine Months ended September 30, 2022
	Nurse And Allied Staffing		Physician Staffing		Total Segments
	(amounts in thousands)
Temporary Staffing Services	$	2,053,935	$	66,122	$	2,120,057
Other Services	55,358		2,976		58,334
Total	$	2,109,293	$	69,098	$	2,178,391

	Nine Months ended September 30, 2021
	Nurse And Allied Staffing		Physician Staffing		Total Segments
	(amounts in thousands)
Temporary Staffing Services	$	961,608	$	48,534	$	1,010,142
Other Services	23,727		2,104		25,831
Total	$	985,335	$	50,638	$	1,035,973

ACQUISITIONS (Tables)

9 Months Ended

Sep. 30, 2022

Business Combination and Asset Acquisition [Abstract]

Summary of Fair Value of Assets Acquired and Liabilities Assumed

The following table summarizes the fair value of the assets acquired and liabilities assumed on June 8, 2021:


	(amounts in thousands)
Cash and cash equivalents	$	957
Accounts receivable	11,991
Other current assets	59
Property and equipment	10
Right-of-use assets	1,078
Goodwill	22,066
Other intangible assets	14,200
Total assets acquired	50,361
Accounts payable and accrued expenses	3,562
Accrued compensation and benefits	1,387
Lease liability - current	316
Lease liability - non-current	762
Earnout liability	15,000
Total liabilities assumed	21,027
Net assets acquired	$	29,334

EARNINGS PER SHARE (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Schedule of Components of Numerator and Denominator for Computation of Basic and Diluted Earnings per Share

The following table sets forth the components of the numerator and denominator for the computation of the basic and diluted earnings per share:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
	(amounts in thousands, except per share data)
Numerator:
Net income attributable to common stockholders - Basic and Diluted	$	34,793	$	23,433	$	149,670	$	54,429

Denominator:
Weighted average common shares - Basic	37,101		36,963		37,200		36,593
Effect of diluted shares:
Share-based awards	391		619		541		683
Weighted average common shares - Diluted	37,492		37,582		37,741		37,276

Net income per share attributable to common stockholders - Basic	$	0.94	$	0.63	$	4.02	$	1.49

Net income per share attributable to common stockholders - Diluted	$	0.93	$	0.62	$	3.97	$	1.46

Schedule of Antidilutive Securities


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022	2021
	(amounts in thousands)
Share-based awards	$	—	$	—	73	9

GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS (Tables)

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Acquired Intangible Assets

The Company had the following acquired intangible assets:


	September 30, 2022						December 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
	(amounts in thousands)
Intangible assets subject to amortization:
Databases	$	33,430	$	21,125	$	12,305	$	30,530	$	18,375	$	12,155
Customer relationships	47,738		20,649		27,089		47,738		17,581		30,157
Non-compete agreements	4		3		1		304		272		32
Trade names	30		12		18		—		—		—
Software	1,700		270		1,430		—		—		—
Other intangible assets, net	$	82,902	$	42,059	$	40,843	$	78,572	$	36,228	$	42,344

Intangible assets not subject to amortization:
Trade names, indefinite-lived					$	5,900					$	5,900

Schedule of Estimated Annual Amortization Expense

As of September 30, 2022, estimated annual amortization expense was as follows:


	(amounts in thousands)
Years Ending December 31:
2022	$	2,020
2023	8,051
2024	7,399
2025	6,840
2026	5,632
Thereafter	10,901
	$	40,843

Schedule of Changes in Carrying Amount of Goodwill by Segment

The changes in the carrying amount of goodwill by reportable segment are as follows:


	Nurse And Allied Staffing		Physician Staffing		Total
	(amounts in thousands)
Balances as of December 31, 2021
Aggregate goodwill acquired	$	396,446	$	43,405	$	439,851
Sale of business	(9,889)		—		(9,889)
Accumulated impairment loss	(269,874)		(40,598)		(310,472)
Goodwill, net of impairment loss	116,683		2,807		119,490

Changes to aggregate goodwill in 2022
Goodwill acquisition adjustment - Selected (a)	(6,130)		—		(6,130)

Balances as of September 30, 2022
Aggregate goodwill acquired	390,316		43,405		433,721
Sale of business	(9,889)		—		(9,889)
Accumulated impairment loss	(269,874)		(40,598)		(310,472)
Goodwill, net of impairment loss	$	110,553	$	2,807	$	113,360

________________

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

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Schedule of Long-term Debt

DEBT (Tables)

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

The Company's long-term debt consists of the following:


	September 30, 2022				December 31, 2021
	Principal		Debt Issuance Costs		Principal		Debt Issuance Costs
	(amounts in thousands)
Term Loan, interest of 8.83% and 6.50% at September 30, 2022 and December 31, 2021, respectively	$	123,875	$	(3,320)	$	174,312	$	(5,396)
Senior Secured Asset-Based Loan, interest of 4.58% and 1.60% at September 30, 2022 and December 31, 2021, respectively	9,200		(3,642)		9,200		(991)
Note Payable, interest of 2.00% per annum at December 31, 2021	—		—		2,426		—
Total debt	133,075		(6,962)		185,938		(6,387)
Less current portion - Note Payable	—		—		2,426		—
Less current portion - Term Loan	—		—		1,750		—
Long-term debt	$	133,075	$	(6,962)	$	181,762	$	(6,387)

Schedule of Aggregate Scheduled Maturities of Debt

As of September 30, 2022, the aggregate schedule for maturities of debt are as follows:


	Term Loan		Senior Secured Asset-Based Loan
	(amounts in thousands)
Through Years Ending December 31:
2022	$	—	$	—
2023	—		—
2024	—		—
2025	—		—
2026	—		—
Thereafter	123,875		9,200
Total	$	123,875	$	9,200

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.

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Schedule of Supplemental Balance Sheet Information

LEASES (Tables)

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

The table below presents the lease-related assets and liabilities included on the condensed consolidated balance sheets:


Classification on Condensed Consolidated Balance Sheets:	September 30, 2022		December 31, 2021
	(amounts in thousands)
Operating lease right-of-use assets	$	3,249	$	7,488
Operating lease liabilities - current	$	4,489	$	4,090
Operating lease liabilities - non-current	$	5,493	$	10,853


	September 30, 2022		December 31, 2021
Weighted average remaining lease term	2.4 years		3.4 years
Weighted average discount rate	6.31	%	6.39	%

Schedule of Operating Lease Maturity


	(amounts in thousands)
Years Ending December 31:
2022	$	854
2023	5,135
2024	3,047
2025	1,886

Total minimum lease payments	10,922
Less: amount of lease payments representing interest	(940)
Present value of future minimum lease payments	9,982
Less: operating lease liabilities - current	(4,489)
Operating lease liabilities - non-current	$	5,493

Schedule of Lease Costs

The table below provides information regarding supplemental cash flows:


	Nine Months Ended
	September 30,
	2022		2021
	(amounts in thousands)
Supplemental Cash Flow Information:
Cash paid for amounts included in the measurement of operating lease liabilities	$	4,446	$	4,692
Right-of-use assets acquired under operating lease	$	59	$	1,088

The components of lease expense are as follows:


	Three Months Ended
	September 30,
	2022		2021
	(amounts in thousands)
Amounts Included in Condensed Consolidated Statements of Operations:
Operating lease expense	$	596	$	848
Short-term lease expense	$	1,743	$	1,033
Variable and other lease costs	$	2,027	$	419

	Nine Months Ended
	September 30,
	2022		2021
	(amounts in thousands)
Amounts Included in Condensed Consolidated Statements of Operations:
Operating lease expense	$	2,043	$	2,700
Short-term lease expense	$	4,128	$	2,523
Variable and other lease costs	$	1,674	$	1,638

FAIR VALUE MEASUREMENTS (Tables)

9 Months Ended

Sep. 30, 2022

Fair Value Disclosures [Abstract]

Schedule of Estimated Fair Values of Financial Assets and Liabilities Measured on a Recurring Basis

The estimated fair value of the Company’s financial assets and liabilities measured on a recurring basis is as follows: Fair Value Measurements


	September 30, 2022		December 31, 2021
	(amounts in thousands)
Financial Assets:
(Level 1)
Deferred compensation asset	$	2,219	$	1,398
Financial Liabilities:
(Level 1)
Deferred compensation liability	$	2,317	$	2,457

Schedule of Carrying Amounts and Estimated Fair Values of Significant Financial Instrument that were not Measured at Fair Value

The carrying amounts and estimated fair value of the Company’s significant financial instruments that were not measured at fair value are as follows:


	September 30, 2022				December 31, 2021
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
			(amounts in thousands)
Financial Liabilities:
(Level 2)
Note Payable	$	—	$	—	$	2,426	$	2,426
Senior Secured Asset-Based Loan	$	9,200	$	9,200	$	9,200	$	9,200
Term Loan, net	$	123,875	$	120,023	$	174,312	$	174,845
Earnout Liability (WSG)	$	7,500	$	7,500	$	15,000	$	15,000
Earnout Liability (Selected)	$	—	$	—	$	1,500	$	1,500

STOCKHOLDERS' EQUITY (Tables)

9 Months Ended

Sep. 30, 2022

Equity [Abstract]

Summary of Restricted Stock Activity

The following table summarizes restricted stock awards and performance stock awards activity issued under the 2017 Plan and the 2020 Plan (Plans) for the nine months ended September 30, 2022:


	Restricted Stock Awards			Performance Stock Awards
	Number of Shares	Weighted Average Grant Date Fair Value		Number of Target Shares	Weighted Average Grant Date Fair Value
Unvested restricted stock awards, January 1, 2022	1,039,455	$	9.75	522,166	$	8.64
Granted	287,774	$	20.76	171,873	$	18.94
Vested	(575,051)	$	9.14	(170,278)	$	7.03
Forfeited	(79,520)	$	14.10	(47,675)	$	12.33
Unvested restricted stock awards, September 30, 2022	672,658	$	14.47	476,086	$	12.56

SEGMENT DATA (Tables)

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Schedule of Information on Operating Segments and Reconciliation to Income from Operations

Information on operating segments and a reconciliation to income from operations for the periods indicated are as follows:


	Three Months Ended				Nine Months Ended
	September 30,				September 30,
	2022		2021		2022		2021
	(amounts in thousands)
Revenue from services:
Nurse and Allied Staffing	$	612,270	$	356,139	$	2,109,293	$	985,335
Physician Staffing	23,828		18,766		69,098		50,638
	$	636,098	$	374,905	$	2,178,391	$	1,035,973

Contribution income:
Nurse and Allied Staffing	$	77,838	$	40,645	$	285,506	$	113,346
Physician Staffing	837		910		3,822		2,900
	78,675		41,555		289,328		116,246

Corporate overhead (a)	16,447		12,049		50,284		40,326
Depreciation and amortization	3,214		2,680		9,414		7,132
Acquisition and integration-related costs	490		61		530		985
Restructuring costs	2,493		318		1,859		2,391
Impairment charges	3,856		—		5,597		2,070
Income from operations	$	52,175	$	26,447	$	221,644	$	63,342

_______________

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Unbilled contracts receivable	$ 161.2	$ 140.0
Sales allowance, billing-related adjustments	$ 1.4	$ 0.8
Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Threshold period, past due for payment of services provided	30 days
Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Threshold period, past due for payment of services provided	60 days

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 10,857	$ 8,091	$ 6,087	$ 3,329	$ 3,221	$ 3,416	$ 6,087	$ 3,416
Bad Debt Expense	1,101	3,192	2,369	1,441	466	504	6,662	2,411
Write-Offs, net of Recoveries	(593)	(426)	(365)	(138)	(358)	(699)
Ending balance	$ 11,365	$ 10,857	$ 8,091	$ 4,632	$ 3,329	$ 3,221	$ 11,365	$ 4,632

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Restructuring (Benefits) Costs (Details) - USD ($) $ in Thousands	3 Months Ended				9 Months Ended
	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Restructuring Reserve [Roll Forward]
Charged to restructuring	$ 2,493			$ 318	$ 1,859	$ 2,391
Early termination benefit		$ 1,400
Employee Termination
Restructuring Reserve [Roll Forward]
Balance at beginning of period	200	0	$ 160		160
Charged to restructuring	735	200	0
Payments and adjustments			(160)
Payments	(24)	0
Balance at end of period	911	200	0		911
Lease-Related
Restructuring Reserve [Roll Forward]
Balance at beginning of period	1,039	2,620	2,423		2,423
Charged to restructuring	1,755	(1,379)	389
Payments and adjustments			(192)
Payments	(254)	(202)
Balance at end of period	$ 2,540	$ 1,039	$ 2,620		$ 2,540

REVENUE RECOGNITION (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
REVENUE RECOGNITION (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Revenue from services	$ 636,098	$ 374,905	$ 2,178,391	$ 1,035,973
Temporary Staffing Services
Disaggregation of Revenue [Line Items]
Revenue from services	615,209	365,170	2,120,057	1,010,142
Other Services
Disaggregation of Revenue [Line Items]
Revenue from services	20,889	9,735	58,334	25,831
Nurse And Allied Staffing
Disaggregation of Revenue [Line Items]
Revenue from services	612,270	356,139	2,109,293	985,335
Nurse And Allied Staffing \| Temporary Staffing Services
Disaggregation of Revenue [Line Items]
Revenue from services	592,398	347,115	2,053,935	961,608
Nurse And Allied Staffing \| Other Services
Disaggregation of Revenue [Line Items]
Revenue from services	19,872	9,024	55,358	23,727
Physician Staffing
Disaggregation of Revenue [Line Items]
Revenue from services	23,828	18,766	69,098	50,638
Physician Staffing \| Temporary Staffing Services
Disaggregation of Revenue [Line Items]
Revenue from services	22,811	18,055	66,122	48,534
Physician Staffing \| Other Services
Disaggregation of Revenue [Line Items]
Revenue from services	$ 1,017	$ 711	$ 2,976	$ 2,104

Amount, excluding 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.

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-Paragraph 5
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI https://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

ACQUISITIONS - Additional Information (Details) - USD ($) $ in Thousands			3 Months Ended		9 Months Ended
	Dec. 16, 2021	Jun. 08, 2021	Sep. 30, 2022	Dec. 31, 2021	Sep. 30, 2022	Sep. 30, 2021
Business Acquisition [Line Items]
Goodwill			$ 113,360	$ 119,490	$ 113,360
Payment of contingent consideration					7,500	$ 0
Current portion of earnout liability			7,500	7,500	7,500
Selected, Inc
Business Acquisition [Line Items]
Cash consideration, gross	$ 3,500
Equity consideration for acquisition, value	$ 1,500
Equity consideration for acquisition (shares)	59,429
Earnout liabilities	$ 1,500
Other intangible assets	$ 4,600
Weighted average useful life	5 years
Goodwill	$ 400
Selected, Inc \| Trade names
Business Acquisition [Line Items]
Other intangible assets	$ 0
Weighted average useful life	2 years
Selected, Inc \| Software
Business Acquisition [Line Items]
Other intangible assets	$ 1,700
Weighted average useful life	5 years
Selected, Inc \| Databases
Business Acquisition [Line Items]
Other intangible assets	$ 2,900
Weighted average useful life	5 years
Workforce Solutions Group, Inc.
Business Acquisition [Line Items]
Cash consideration, gross		$ 25,000
Equity consideration for acquisition, value		$ 5,000
Equity consideration for acquisition (shares)		307,730
Earnout liabilities		$ 15,000
Other intangible assets		14,200
Goodwill		$ 22,066
Net working capital adjustment				$ 1,100
Contingent consideration liability, term		3 years
Payment of contingent consideration			7,500
Current portion of earnout liability			$ 7,500		$ 7,500
Workforce Solutions Group, Inc. \| Customer relationships
Business Acquisition [Line Items]
Other intangible assets		$ 14,200
Weighted average useful life		11 years 6 months

ACQUISITIONS - Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Jun. 08, 2021
Business Acquisition [Line Items]
Goodwill	$ 113,360	$ 119,490
Workforce Solutions Group, Inc.
Business Acquisition [Line Items]
Cash and cash equivalents			$ 957
Accounts receivable			11,991
Other current assets			59
Property and equipment			10
Right-of-use assets			1,078
Goodwill			22,066
Other intangible assets			14,200
Total assets acquired			50,361
Accounts payable and accrued expenses			3,562
Accrued compensation and benefits			1,387
Lease liability - current			316
Lease liability - non-current			762
Earnout liability			15,000
Total liabilities assumed			21,027
Net assets acquired			$ 29,334

COMPREHENSIVE INCOME (Details) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Equity [Abstract]
Loss on currency fluctuations	$ 1.4	$ 1.3

EARNINGS PER SHARE - Components of Numerator and Denominator for Computation of Basic and Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Numerator:
Net income attributable to common stockholders - Basic and Diluted - Basic	$ 34,793	$ 23,433	$ 149,670	$ 54,429
Net income attributable to common stockholders - Basic and Diluted - Diluted	$ 34,793	$ 23,433	$ 149,670	$ 54,429
Denominator:
Weighted average common shares - Basic (shares)	37,101	36,963	37,200	36,593
Effect of diluted shares:
Share-based awards (shares)	391	619	541	683
Weighted average common shares - Diluted (shares)	37,492	37,582	37,741	37,276
Net income per share attributable to common stockholders - Basic (in dollars per share)	$ 0.94	$ 0.63	$ 4.02	$ 1.49
Net income per share attributable to common stockholders - Diluted (in dollars per share)	$ 0.93	$ 0.62	$ 3.97	$ 1.46

EARNINGS PER SHARE - Anti-dilutive Securities (Details) - shares shares in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-based Payment Awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from diluted weighted average shares (shares)	0	0	73	9

GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS - Acquired Intangible Assets (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Intangible assets subject to amortization:
Gross Carrying Amount	$ 82,902	$ 78,572
Accumulated Amortization	42,059	36,228
Net Carrying Amount	40,843	42,344
Intangible assets not subject to amortization:
Trade names, indefinite-lived	5,900	5,900
Databases
Intangible assets subject to amortization:
Gross Carrying Amount	33,430	30,530
Accumulated Amortization	21,125	18,375
Net Carrying Amount	12,305	12,155
Customer relationships
Intangible assets subject to amortization:
Gross Carrying Amount	47,738	47,738
Accumulated Amortization	20,649	17,581
Net Carrying Amount	27,089	30,157
Non-compete agreements
Intangible assets subject to amortization:
Gross Carrying Amount	4	304
Accumulated Amortization	3	272
Net Carrying Amount	1	32
Trade names
Intangible assets subject to amortization:
Gross Carrying Amount	30	0
Accumulated Amortization	12	0
Net Carrying Amount	18	0
Software
Intangible assets subject to amortization:
Gross Carrying Amount	1,700	0
Accumulated Amortization	270	0
Net Carrying Amount	$ 1,430	$ 0

GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS - Estimated Annual Amortization Expense (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
2022	$ 2,020
2023	8,051
2024	7,399
2025	6,840
2026	5,632
Thereafter	10,901
Net Carrying Amount	$ 40,843	$ 42,344

GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS - Goodwill Rollforward (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Goodwill [Roll Forward]
Aggregate goodwill acquired, beginning balance	$ 439,851
Accumulated impairment loss, beginning balance	(310,472)
Goodwill, net of impairment loss, beginning balance	119,490
Goodwill acquisition adjustment - Selected	(6,130)
Aggregate goodwill acquired, ending balance	433,721
Accumulated impairment loss, ending balance	(310,472)
Goodwill, net of impairment loss, ending balance	113,360
Sale of business
Goodwill [Roll Forward]
Aggregate goodwill acquired, beginning balance	9,889
Aggregate goodwill acquired, ending balance	9,889
Nurse And Allied Staffing
Goodwill [Roll Forward]
Aggregate goodwill acquired, beginning balance	396,446
Accumulated impairment loss, beginning balance	(269,874)
Goodwill, net of impairment loss, beginning balance	116,683
Goodwill acquisition adjustment - Selected	(6,130)
Aggregate goodwill acquired, ending balance	390,316
Accumulated impairment loss, ending balance	(269,874)
Goodwill, net of impairment loss, ending balance	110,553
Nurse And Allied Staffing \| Sale of business
Goodwill [Roll Forward]
Aggregate goodwill acquired, beginning balance	9,889
Aggregate goodwill acquired, ending balance	9,889
Physician Staffing
Goodwill [Roll Forward]
Aggregate goodwill acquired, beginning balance	43,405
Accumulated impairment loss, beginning balance	(40,598)
Goodwill, net of impairment loss, beginning balance	2,807
Goodwill acquisition adjustment - Selected	0
Aggregate goodwill acquired, ending balance	43,405
Accumulated impairment loss, ending balance	(40,598)
Goodwill, net of impairment loss, ending balance	2,807
Physician Staffing \| Sale of business
Goodwill [Roll Forward]
Aggregate goodwill acquired, beginning balance	0
Aggregate goodwill acquired, ending balance	$ 0

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.

+ References + Details

GOODWILL, TRADE NAMES, AND OTHER INTANGIBLE ASSETS - Additional Information (Details) $ in Millions	9 Months Ended
	Sep. 30, 2022 USD ($)
Goodwill and Intangible Assets Disclosure [Abstract]
Impairment of intangible assets (excluding goodwill)	$ 1.9

DEBT - Long-term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Total debt	$ 133,075	$ 185,938
Debt Issuance Costs	(6,962)	(6,387)
Less current portion	0	4,176
Long-term debt	$ 133,075	$ 181,762
Term Loan \| 2021 Term Loan Credit Agreement
Debt Instrument [Line Items]
Effective interest rate percentage	8.83%	6.50%
Total debt	$ 123,875	$ 174,312
Debt Issuance Costs	(3,320)	(5,396)
Less current portion	$ 0	$ 1,750
Senior Secured Asset-Based Loan \| Senior Secured Asset-Based Loan
Debt Instrument [Line Items]
Effective interest rate percentage	4.58%	1.60%
Total debt	$ 9,200	$ 9,200
Debt Issuance Costs	(3,642)	$ (991)
Note Payable \| Earnout Notes Payable
Debt Instrument [Line Items]
Stated interest rate		2.00%
Total debt	0	$ 2,426
Debt Issuance Costs	0	0
Less current portion	$ 0	$ 2,426

DEBT - 2021 Term Loan Credit Agreement Narrative (Details) - Term Loan - USD ($)					3 Months Ended
	Jun. 23, 2022	Dec. 31, 2021	Sep. 30, 2021	Jun. 08, 2021	Jun. 30, 2022	Nov. 18, 2021
2021 Term Loan Credit Agreement
Debt Instrument [Line Items]
Payment for debt prepayment	$ 50,000,000				$ 50,000,000
Debt term				6 years
Face amount				$ 100,000,000
Quarterly installment amount		$ 400,000	$ 300,000
Prepayment premium paid	$ 500,000
Write off of debt issuance costs					$ 1,400,000
2021 Term Loan Credit Agreement \| LIBOR
Debt Instrument [Line Items]
Interest margin percentage				5.75%
Interest margin floor percentage				0.75%
2021 Term Loan Credit Agreement, Incremental Term Loan
Debt Instrument [Line Items]
Face amount						$ 75,000,000
2021 Term Loan Credit Agreement, Aggregate Amount of All Possible Increases
Debt Instrument [Line Items]
Face amount						$ 115,000,000

DEBT - Maturities of Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Long-term Debt, Fiscal Year Maturity [Abstract]
Total debt	$ 133,075	$ 185,938
Term Loan \| 2021 Term Loan Credit Agreement
Long-term Debt, Fiscal Year Maturity [Abstract]
2022	0
2023	0
2024	0
2025	0
2026	0
Thereafter	123,875
Total debt	123,875	174,312
Senior Secured Asset-Based Loan \| Senior Secured Asset-Based Loan
Long-term Debt, Fiscal Year Maturity [Abstract]
2022	0
2023	0
2024	0
2025	0
2026	0
Thereafter	9,200
Total debt	$ 9,200	$ 9,200

DEBT - 2019 Loan Agreement (Details) - USD ($)			9 Months Ended
DEBT - 2019 Loan Agreement (Details) - USD ($)	Mar. 21, 2022	Oct. 25, 2019	Sep. 30, 2022	Nov. 18, 2021	Mar. 08, 2021	Jun. 30, 2020
Line of Credit Facility [Line Items]
Amount of indebtedness permitted from other sources				$ 175,000,000
Senior Secured Asset-Based Loan
Line of Credit Facility [Line Items]
Line of credit term	5 years	5 years
Maximum borrowing capacity	$ 300,000,000	$ 120,000,000			$ 150,000,000	$ 130,000,000
Basis spread on variable rate, additional credit spread associated with SOFR	0.10%
Borrowing base, percentage of assets		85.00%
Borrowing base availability			$ 300,000,000
Line of credit, carrying amount			9,200,000
Letters of credit outstanding			17,500,000
Borrowing availability			$ 273,300,000
Quarterly commitment fee on the average daily unused portion percentage			0.375%
Senior Secured Asset-Based Loan \| SOFR
Line of Credit Facility [Line Items]
Interest margin percentage			1.60%
Senior Secured Asset-Based Loan \| Base Rate
Line of Credit Facility [Line Items]
Interest margin percentage			0.50%
Senior Secured Asset-Based Loan \| Swingline Sublimit
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 15,000,000
Senior Secured Asset-Based Loan \| Standby Letters Of Credit Sublimit
Line of Credit Facility [Line Items]
Maximum borrowing capacity		$ 35,000,000

LEASES - Additional Information (Details) - USD ($) $ in Millions	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Leases [Abstract]
Operating lease, impairment loss	$ 2.8	$ 1.7

LEASES - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Leases [Abstract]
Operating lease right-of-use assets	$ 3,249	$ 7,488
Operating lease liabilities - current	4,489	4,090
Operating lease liabilities - non-current	$ 5,493	$ 10,853
Weighted average remaining lease term	2 years 4 months 24 days	3 years 4 months 24 days
Weighted average discount rate	6.31%	6.39%

LEASES - Operating Lease Maturity (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Leases [Abstract]
2022	$ 854
2023	5,135
2024	3,047
2025	1,886
Total minimum lease payments	10,922
Less: amount of lease payments representing interest	(940)
Present value of future minimum lease payments	9,982
Less: operating lease liabilities - current	(4,489)	$ (4,090)
Operating lease liabilities - non-current	$ 5,493	$ 10,853

LEASES - Lease Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
LEASES - Lease Costs (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Leases [Abstract]
Cash paid for amounts included in the measurement of operating lease liabilities			$ 4,446	$ 4,692
Right-of-use assets acquired under operating lease			59	1,088
Operating lease expense	$ 596	$ 848	2,043	2,700
Short-term lease expense	1,743	1,033	4,128	2,523
Variable and other lease costs	$ 2,027	$ 419	$ 1,674	$ 1,638

FAIR VALUE MEASUREMENTS - Estimated Fair Values of Financial Assets and Liabilities Measured on a Recurring Basis (Details) - Level 1 - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Deferred compensation
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation liability	$ 2,317	$ 2,457
Deferred compensation
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation asset	$ 2,219	$ 1,398

FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2022	Sep. 30, 2021
Fair Value Measurement [Line Items]
Payment of contingent consideration		$ 7,500	$ 0
Workforce Solutions Group, Inc.
Fair Value Measurement [Line Items]
Payment of contingent consideration	$ 7,500

FAIR VALUE MEASUREMENTS - Carrying Amounts and Estimated Fair Values of Significant Financial Instrument that were not Measured at Fair Value (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Dec. 16, 2021	Jun. 08, 2021
Workforce Solutions Group, Inc.
Fair Value, Option, Quantitative Disclosures [Line Items]
Earnout liability				$ 15,000
Selected, Inc
Fair Value, Option, Quantitative Disclosures [Line Items]
Earnout liability			$ 1,500
Level 2 \| Carrying Amount \| Workforce Solutions Group, Inc.
Fair Value, Option, Quantitative Disclosures [Line Items]
Earnout liability	$ 7,500	$ 15,000
Level 2 \| Carrying Amount \| Selected, Inc
Fair Value, Option, Quantitative Disclosures [Line Items]
Earnout liability	0	1,500
Level 2 \| Fair Value \| Workforce Solutions Group, Inc.
Fair Value, Option, Quantitative Disclosures [Line Items]
Earnout liability	7,500	15,000
Level 2 \| Fair Value \| Selected, Inc
Fair Value, Option, Quantitative Disclosures [Line Items]
Earnout liability	0	1,500
Level 2 \| Senior Secured Asset-Based Loan \| Carrying Amount
Fair Value, Option, Quantitative Disclosures [Line Items]
Senior Secured Asset-Based Loan	9,200	9,200
Level 2 \| Senior Secured Asset-Based Loan \| Fair Value
Fair Value, Option, Quantitative Disclosures [Line Items]
Senior Secured Asset-Based Loan	9,200	9,200
Level 2 \| Earnout Notes Payable \| Carrying Amount
Fair Value, Option, Quantitative Disclosures [Line Items]
Note payable, fair value	0	2,426
Level 2 \| Earnout Notes Payable \| Fair Value
Fair Value, Option, Quantitative Disclosures [Line Items]
Note payable, fair value	0	2,426
Level 2 \| Term Loan \| Carrying Amount
Fair Value, Option, Quantitative Disclosures [Line Items]
Note payable, fair value	123,875	174,312
Level 2 \| Term Loan \| Fair Value
Fair Value, Option, Quantitative Disclosures [Line Items]
Note payable, fair value	$ 120,023	$ 174,845

STOCKHOLDERS' EQUITY - Additional Information (Details) $ / shares in Units, $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares	Mar. 31, 2022 shares	Sep. 30, 2021 USD ($) shares	Sep. 30, 2022 USD ($) installment shares	Sep. 30, 2021 USD ($) shares	Aug. 16, 2022 USD ($)	May 19, 2020 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares repurchased and retired (in shares)			0		0
Stock repurchase and retirement \| $	$ 24,348			$ 24,348
Unrestricted shares of common stock outstanding (in shares)	36,508,529			36,508,529
Performance attainment percentage		120.00%
Prior Repurchase Program And New Repurchase Program
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares repurchased and retired (in shares)	1,014,815
Stock repurchase and retirement \| $	$ 24,300
Average market price (in usd per share) \| $ / shares	$ 23.97
New Repurchase Program
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock repurchase program, authorized amount \| $						$ 100,000
Common shares amount left remaining to repurchase under the plan (up to) \| $	$ 87,200			$ 87,200
Restricted Stock And Performance Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested in period, net (in shares)	0			499,700
Performance Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested (in shares)		170,278		170,278
Restricted Stock Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested (in shares)				575,051
Vested in period, net (in shares)			2,576		479,206
Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation \| $	$ 1,500		$ 1,800	$ 5,200	$ 5,300
Omnibus Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares reserved for share-based payments (in shares)							3,000,000
Omnibus Plan \| Member of the Board of Directors
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of vesting installments \| installment				3
Omnibus Plan \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period				1 year

STOCKHOLDERS' EQUITY - Restricted Stock Activity (Details) - $ / shares	3 Months Ended	9 Months Ended
	Mar. 31, 2022	Sep. 30, 2022
Restricted Stock Awards
Number of Shares
Unvested restricted stock awards, beginning balance (shares)	1,039,455	1,039,455
Granted (shares)		287,774
Vested (in shares)		(575,051)
Forfeited (shares)		(79,520)
Unvested restricted stock awards, ending balance (shares)		672,658
Weighted Average Grant Date Fair Value
Unvested restricted stock awards, beginning balance (in dollars per share)	$ 9.75	$ 9.75
Granted (in dollars per share)		20.76
Vested (in dollars per share)		9.14
Forfeited (in dollars per share)		14.10
Unvested restricted stock awards, ending balance (in dollars per share)		$ 14.47
Performance Stock Awards
Number of Shares
Unvested restricted stock awards, beginning balance (shares)	522,166	522,166
Granted (shares)		171,873
Vested (in shares)	(170,278)	(170,278)
Forfeited (shares)		(47,675)
Unvested restricted stock awards, ending balance (shares)		476,086
Weighted Average Grant Date Fair Value
Unvested restricted stock awards, beginning balance (in dollars per share)	$ 8.64	$ 8.64
Granted (in dollars per share)		18.94
Vested (in dollars per share)		7.03
Forfeited (in dollars per share)		12.33
Unvested restricted stock awards, ending balance (in dollars per share)		$ 12.56

SEGMENT DATA (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
SEGMENT DATA (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Revenue from services:	$ 636,098	$ 374,905	$ 2,178,391	$ 1,035,973
Contribution income:	78,675	41,555	289,328	116,246
Corporate overhead	16,447	12,049	50,284	40,326
Depreciation and amortization	3,214	2,680	9,414	7,132
Acquisition and integration-related costs	490	61	530	985
Restructuring costs	2,493	318	1,859	2,391
Impairment charges	3,856	0	5,597	2,070
Income from operations	52,175	26,447	221,644	63,342
Nurse and Allied Staffing
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Revenue from services:	612,270	356,139	2,109,293	985,335
Contribution income:	77,838	40,645	285,506	113,346
Physician Staffing
Segment Reporting, Reconciling Item for Operating Profit (Loss) from Segment to Consolidated [Line Items]
Revenue from services:	23,828	18,766	69,098	50,638
Contribution income:	$ 837	$ 910	$ 3,822	$ 2,900

INCOME TAXES (Details) - USD ($)	3 Months Ended		9 Months Ended
INCOME TAXES (Details) - USD ($)	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Tax Examination [Line Items]
Effective tax rate	28.60%	4.90%	28.70%	9.10%
Effective tax rate, excluding discrete items	28.60%	4.90%	29.30%	5.90%
State
Income Tax Examination [Line Items]
Valuation allowance	$ 0		$ 0

RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Health Care System Affiliated with a Board Member
Related Party Transaction [Line Items]
Revenue from related parties	$ 0.7	$ 0.0	$ 1.5	$ 0.0

Amount of revenue, fees and commissions earned from transactions between (a) a parent company and its subsidiaries; (b) subsidiaries of a common parent; (c) an entity and trusts for the benefit of employees, for example, but not limited to, pension and profit-sharing trusts that are managed by or under the trusteeship of the entity's management; (d) an entity and its principal, owners, management, or members of their immediate families; and (e) affiliates.

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 946
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.6-07.1(c))
-URI https://asc.fasb.org/extlink&oid=120401555&loc=SL114874292-224272

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iii)(B))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(4)(iii)(C))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1B
-Subparagraph (SX 210.13-02(a)(5))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442552-122756

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 470
-SubTopic 10
-Section S99
-Paragraph 1A
-Subparagraph (SX 210.13-01(a)(4)(iv))
-URI https://asc.fasb.org/extlink&oid=126975872&loc=SL124442526-122756

Reference 8: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03.1(e))
-URI https://asc.fasb.org/extlink&oid=126953954&loc=SL114868664-224227