10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

	(Mark One)
☒	Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the quarterly period ended March 31, 2015.

☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Commission File Number: 001-34930

EXAMWORKS GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware	27-2909425
(State or other jurisdiction of Incorporation or Organization)	(I.R.S. Employer Identification No.)

3280 PEACHTREE ROAD, N.E., SUITE 2625

ATLANTA, GEORGIA 30305

(Address of principal executive offices)

Telephone Number (404) 952-2400

(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days: Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One):

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act): Yes ☐ No ☒

As of May 1, 2015, ExamWorks Group, Inc. had 41,339,000 shares of Common Stock outstanding.

1

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

March 31, 2015

FORM 10-Q QUARTERLY REPORT

TABLE OF CONTENTS
		Page
PART I – Financial Information
Item 1.	Financial Statements	3
	Consolidated Balance Sheets as of December 31, 2014 and March 31, 2015 (Unaudited)	3
	Consolidated Statements of Comprehensive Loss for the three months ended March 31, 2014 and 2015 (Unaudited)	4
	Consolidated Statements of Cash Flows for the three months ended March 31, 2014 and 2015 (Unaudited)	5
	Notes to Consolidated Financial Statements (Unaudited)	6
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	42
Item 4.	Controls and Procedures	43
PART II – Other Information
Item 1.	Legal Proceedings	43
Item 1A.	Risk Factors	43
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	43
Item 3.	Defaults Upon Senior Securities	43
Item 4.	Mine Safety Disclosures	43
Item 5.	Other Information	44
Item 6.	Exhibits	44
Signatures		45

2

PART 1. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(In thousands, except per share amounts)

(Unaudited)

	December 31,			March 31,
	2014			2015
Assets
Current assets:
Cash and cash equivalents	$	9,751		$	20,282
Accounts receivable, net		203,189			205,759
Prepaid expenses		13,805			12,588
Deferred tax assets		3,776			4,039
Other current assets		1,437			2,071
Total current assets		231,958			244,739
Property, equipment and leasehold improvements, net		15,726			16,055
Goodwill		495,679			490,007
Intangible assets, net		102,583			91,628
Long-term accounts receivable, less current portion		46,401			47,743
Deferred tax assets, noncurrent		29,682			45,737
Deferred financing costs, net		6,169			5,704
Other assets		1,946			2,149
Total assets	$	930,144		$	943,762
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	57,033		$	57,437
Accrued expenses		53,978			52,445
Accrued interest expense		10,667			5,027
Deferred revenue		6,402			5,426
Current portion of contingent earnout obligation		4,473			4,393
Current portion of working capital facilities		40,396			—
Other current liabilities		6,950			7,235
Total current liabilities		179,899			131,963
Senior unsecured notes payable		250,000			250,000
Senior secured revolving credit facility and working capital facilities, less current portion		143,853			178,447
Long-term contingent earnout obligation, less current portion		2,114			—
Deferred tax liability, noncurrent		—			10,580
Other long-term liabilities		9,403			11,619
Total liabilities		585,269			582,609
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value; Authorized 50,000 shares; no shares issued and outstanding at December 31, 2014 and March 31, 2015		—			—
Common stock, $0.0001 par value; Authorized 250,000 shares; issued and outstanding 40,371 and 41,280 shares at December 31, 2014 and March 31, 2015, respectively		4			4
Additional paid-in capital		403,945			424,076
Accumulated other comprehensive loss		(14,376	)		(20,253	)
Accumulated deficit		(36,210	)		(34,186	)
Treasury stock, at cost; Outstanding 905 shares at December 31, 2014 and March 31, 2015		(8,488	)		(8,488	)
Total stockholders’ equity		344,875			361,153
Total liabilities and stockholders' equity	$	930,144		$	943,762

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

3

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Loss

(In thousands, except per share amounts)

(Unaudited)

	For the three months ended March 31,
	2014			2015
Revenues	$	173,028		$	196,316
Costs and expenses:
Costs of revenues		111,035			128,176
Selling, general and administrative expenses		40,528			42,152
Depreciation and amortization		14,342			14,848
Total costs and expenses		165,905			185,176
Income from operations		7,123			11,140
Interest and other expenses, net:
Interest expense, net		7,577			8,004
Total interest and other expenses, net		7,577			8,004
Income (loss) before income taxes		(454	)		3,136
Provision (benefit) for income taxes		(165	)		1,112
Net income (loss)	$	(289	)	$	2,024
Comprehensive Loss:
Net income (loss)	$	(289	)	$	2,024
Foreign currency translation adjustments, net of tax		(825	)		(5,877	)
Total comprehensive loss	$	(1,114	)	$	(3,853	)
Per share data:
Net income (loss) per share:
Basic	$	(0.01	)	$	0.05
Diluted	$	(0.01	)	$	0.05
Weighted average number of common shares outstanding:
Basic		37,089			40,418
Diluted		37,089			42,680

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

4

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(In thousands)

(Unaudited)

	For the three months ended March 31,
	2014			2015
Operating activities:
Net income (loss)	$	(289	)	$	2,024
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization		14,342			14,848
Amortization of deferred rent		(44	)		138
Share-based compensation		5,353			6,136
Excess tax benefit related to share-based compensation		(6,190	)		(2,086	)
Provision for doubtful accounts		1,359			1,918
Amortization of deferred financing costs		571			587
Deferred income taxes		(2,228	)		(1,759	)
Changes in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable		(12,501	)		(14,763	)
Prepaid expenses and other current assets		(1,715	)		1,010
Accounts payable and accrued expenses		9,612			4,668
Accrued interest expense		(5,457	)		(5,640	)
Deferred revenue and customer deposits		442			(133	)
Other liabilities		(50	)		(784	)
Net cash provided by operating activities		3,205			6,164
Investing activities:
Cash paid for acquisitions, net		(97,153	)		(2,299	)
Purchases of building, equipment and leasehold improvements, net		(712	)		(2,229	)
Working capital and other settlements for acquisitions		(1,142	)		(91	)
Proceeds from (cash paid for) foreign currency net investment hedges		(3,356	)		4,812
Other		(839	)		(1,250	)
Net cash used in investing activities		(103,202	)		(1,057	)
Financing activities:
Borrowings under senior secured revolving credit facility		121,012			25,478
Proceeds from the exercise of options and warrants		14,637			8,855
Excess tax benefit related to share-based compensation		6,190			2,086
Net borrowings (repayments) under working capital facilities		4,123			(132	)
Payment of deferred financing costs		(225	)		—
Repayment of subordinated unsecured notes payable		(333	)		—
Repayment of contingent earnout obligation		—			(1,023	)
Repayments under senior secured revolving credit facility		(50,000	)		(29,331	)
Net cash provided by financing activities		95,404			5,933
Exchange rate impact on cash and cash equivalents		268			(509	)
Net increase (decrease) in cash and cash equivalents		(4,325	)		10,531
Cash and cash equivalents, beginning of period		12,829			9,751
Cash and cash equivalents, end of period	$	8,504		$	20,282
Supplemental disclosures of cash flow information:
Cash paid for interest	$	12,488		$	12,979
Cash paid for (refund from) income taxes		(1,042	)		2,703

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

5

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(1) Nature of Operations and Basis of Presentation

ExamWorks Group, Inc. (“ExamWorks” or the “Company”) is a leading provider of independent medical examinations (“IMEs”), peer and bill reviews, Medicare compliance services, case management services and other related services (“IME services” or the “IME industry”). ExamWorks, Inc. was incorporated as a Delaware corporation on April 27, 2007. Since 2008 through the date of this filing, ExamWorks completed 51 acquisitions. As of March 31, 2015, ExamWorks, Inc. operated out of 65 service centers serving all 50 U.S. states, Canada, the United Kingdom and Australia. 

The consolidated financial statements of the Company as of March 31, 2015 and for the periods ended March 31, 2014 and 2015 included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and have not been audited by its independent registered public accounting firm. In the opinion of management, all adjustments of a normal and recurring nature necessary to present fairly the financial position and results of operations and cash flows for all periods presented have been made. Pursuant to SEC rules and regulations, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted from these statements unless significant changes have taken place since the end of the Company's most recent fiscal year. The Company's December 31, 2014 Consolidated Balance Sheet was derived from audited consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, (the “Form 10-K”), but does not include all disclosures required by U.S. GAAP. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Form 10-K. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015.

The consolidated financial statements include the accounts of ExamWorks and its 100% owned subsidiaries. Significant intercompany accounts and transactions have been eliminated in consolidation.

(2)              Summary of Significant Accounting Policies

(a)              Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on certain assumptions which they believe are reasonable in the circumstances and actual results could differ from those estimates. The more significant estimates reflected in these consolidated financial statements include the valuation of equity awards, purchase price allocations, useful lives of intangible assets, potential impairment of goodwill and intangible assets, the allowance for doubtful accounts, the portion of accounts receivable deemed to be long term in nature, and the valuation of deferred tax assets, share-based compensation and derivative instruments.

(b)              Foreign Currencies

Assets and liabilities recorded in foreign currencies are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates of exchange prevailing during the year. Translation adjustments resulting from this process are recorded to other comprehensive income (loss) and are reported net of the effect of income taxes on the consolidated financial statements (See Note 2 (p) to the Consolidated Financial Statements).

(c)              Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of December 31, 2014 and March 31, 2015.

(d)              Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable consist of amounts owed to the Company for services provided in the normal course of business and are reported net of allowance for doubtful accounts, which amounted to $9.9 million and $10.3 million as of December 31, 2014 and March 31, 2015, respectively. Generally, no collateral is received from customers and additions to the allowance are based on ongoing credit evaluations of customers with general credit experience being within the range of management’s expectations. Accounts are reviewed regularly for collectability and those deemed uncollectible are written off.  The Company assumes, that on average, all accounts receivable will be collected within one year and thus classifies these as current assets; however there are certain receivables, primarily in the U.K., that have aged longer than one year as of December 31, 2014 and March 31, 2015, and the Company has recorded an estimate for those receivables that will not be collected within one year as long-term in the Consolidated Balance Sheets. 

6

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(e)               Concentrations of Credit Risk

The Company routinely assesses the financial strength of its customers and establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. For the three months ended March 31, 2014 and 2015, no individual customer accounted for more than 10% of revenues. At December 31, 2014 and March 31, 2015 there was one individual customer that accounted for approximately 14% and 16%, respectively, of the accounts receivable balance.

As of March 31, 2015, the Company had cash and cash equivalents totaling approximately $20.3 million. These amounts were held for future acquisition and working capital purposes and were held in non-interest bearing accounts, of which $9.2 million were held in the U.S. The U.S. amounts were insured under standard FDIC insurance coverage for deposit accounts up to $250,000, per depositor and account ownership category, at each separately insured depository institution.

(f)                Property, Equipment and Leasehold Improvements

Property, equipment and leasehold improvements are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets and accelerated methods for income tax purposes. Leasehold improvements are amortized over the lesser of their expected useful life or the remaining lease term. Maintenance and repair costs are expensed as incurred.

(g)               Long-Lived Assets

In accordance with Impairment or Disposal of Long-Lived Assets, Subsections of Financial Accounting Standards Board (“FASB”) ASC Subtopic 360-10 (“ASC 360”),  Property, Plant, and Equipment — Overall, long-lived assets, such as equipment and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models (using market participant assumptions), quoted market values and third-party independent appraisals, as considered necessary. At December 31, 2014 and March 31, 2015, no impairment was noted.

(h)              Goodwill and Other Intangible Assets

Goodwill is an asset representing the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. Goodwill is reviewed for impairment at least annually in accordance with the provisions of FASB ASC Topic 350,  Intangibles — Goodwill and Other  (“ASC 350”). The goodwill impairment test is a two-step test. Under the first step, the fair value of the reporting units are compared with their carrying values (including goodwill). If the fair value of a reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and the enterprise must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit's goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis (using market participant assumptions). If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed.

The Company performed its annual impairment review of goodwill in October of 2014 and it was determined that the carrying amount of goodwill was not impaired as the fair value of the reporting units substantially exceeded their carrying values and there have been no subsequent developments that would indicate impairment exists as of March 31, 2015. The goodwill impairment review will continue to be performed annually and more frequently if facts and circumstances warrant a review.

ASC 350 also requires that intangible assets with definite lives be amortized over their estimated useful lives. Currently, customer relationships, trade names, covenants not-to-compete and technology are amortized using the straight-line method over estimated useful lives.

(i)                Deferred Financing Costs

In November 2010, the Company entered into a senior secured revolving credit facility with Bank of America N.A. (“Senior Secured Revolving Credit Facility”) (see Note 10) and has incurred deferred financing costs of $8.3 million, of which $225,000 were incurred in the three months ended March 31, 2014. The Company did not make payments related to these financing costs in the three months ended March 31, 2015.  In July 2011, the Company closed a private offering of $250 million in aggregate principal amount of 9.0% senior notes due 2019 (the “Initial Notes”). In June 2012, in accordance with the registration rights granted to the original purchasers of the Initial Notes, the Company completed an exchange offer of the privately placed Initial Notes for new 9.0% Senior Notes due 2019 (the “Exchange Notes,” and together with the Initial Notes, the “Senior Unsecured Notes”) registered with the SEC with substantially identical terms to the Initial Notes. The Company has incurred deferred financing costs of $7.1 million associated therewith, none of which were incurred in the three months ended March 31, 2014 and 2015.

7

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The deferred financing costs associated with the Senior Secured Revolving Credit Facility and the Senior Unsecured Notes are being amortized to interest expense over the five-year term of the facility, as amended, and the eight-year term of the notes, respectively, using the straight-line method, which approximates the effective interest method.

The Company amortized $571,000 and $587,000 for the three months ended March 31, 2014 and 2015, respectively, to interest expense.

(j)                Revenue Recognition

Revenue related to IMEs, peer reviews, bill reviews, administrative support services and Medicare compliance services is recognized at the time services have been performed and the report is shipped to the end user. The Company believes that recognizing revenue at the time the report is shipped is appropriate because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25,  Revenue Recognition: Overall,  (i) persuasive evidence that arrangement exists, (ii) shipment has occurred, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured. The Company reports revenues net of any sales, use and value added taxes.

Revenue related to other IME services, including litigation support services, medical record retrieval services and case management services, where no report is generated, is recognized at the time the service is performed. The Company believes that recognizing revenue at the time the service is performed is appropriate because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25, (i) persuasive evidence that arrangement exists, (ii) services have been rendered, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured.

Certain agreements with customers in the U.K. include provisions whereby collection of the amounts billed are contingent on the favorable outcome of the claim.  The Company has deemed these provisions to preclude revenue recognition at the time of performance, as collectability is not reasonably assured and the cash payments are contingent, and is deferring these revenues, net of estimated costs, until the case has been settled, the contingency has been resolved and the cash has been collected.   As of December 31, 2014 and March 31, 2015, the Company had $4.4 million and $3.8 million, respectively, in U.K. net deferred revenues associated with such agreements.

Should changes in conditions cause management to determine these criteria are not met for certain future transactions, revenue recognized for any subsequent reporting period could be adversely affected.

(k)              Costs of Revenues

Costs of revenues are comprised of fees paid to members of the Company’s medical panel; other direct costs including transcription, film and medical record obtainment and transportation; and other indirect costs including labor and overhead related to the generation of revenues.

 (l)               Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company applies the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes , (included in FASB ASC Subtopic 740-10,  Income Taxes — Overall ), and recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

The Company records interest and penalties related to unrecognized tax benefits in income tax expense.

(m)              Income (Loss) Per Common Share

Basic income (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during each period. Diluted income (loss) per common share is calculated by dividing net income (loss), adjusted on an “as if converted” basis, by the weighted-average number of actual shares outstanding and, when dilutive, the share equivalents that would arise from the assumed conversion of convertible instruments. The effect of potentially dilutive stock options, warrants, shares of restricted stock with service restrictions that have not yet been satisfied and unvested restricted stock units (“RSUs”) is calculated using the treasury stock method.

8

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

For the three months ended March 31, 2014, the potentially dilutive securities include options, warrants, shares of restricted stock with a service restriction not yet satisfied and RSUs exercisable into 7.8 million shares of common stock. For the three months ended March 31, 2014, all of the potentially dilutive securities were excluded from the calculation of shares applicable to loss per share, because their inclusion would have been anti-dilutive.

The following table sets forth basic and diluted net income per share computational data for the three months ended March 31, 2015 (amounts in thousands):

	Three Months Ended March 31, 2015
Net income	$	2,024
Weighted average basic shares outstanding:
Common stock		40,418
Weighted average diluted shares outstanding:
Common stock		40,418
Dilutive securities		2,262
Total		42,680

(n)              Share-Based Compensation

The Company has an Amended and Restated 2008 Stock Incentive Plan, as amended, (the “Plan”) that provides for granting of stock options, restricted stock, RSUs and other equity awards. The Company accounts for share-based awards in accordance with ASC Topic 718, Compensation — Stock Compensation (“ASC 718”). ASC 718 requires measurement of compensation cost for all share-based awards at fair value on the grant date (or measurement date if different) and recognition of compensation expense, net of forfeitures, over the requisite service period for awards expected to vest.

Stock Options

The fair value of stock option grants is determined using the Black-Scholes valuation model. The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable, characteristics not present in the Company’s stock options. Additionally, option valuation models require the input of highly subjective assumptions, including the expected volatility of the stock price. Because the Company’s stock options have characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimates, in management’s opinion, the existing models may not provide a reliable single measure of the fair value of its share-based awards. The Company’s expected volatility assumptions are based upon the weighted average of the Company’s implied volatility, the Company’s mean reversion volatility and the median of the Company’s peer group’s most recent historical volatilities for 2015 stock option grants. Expected life assumptions are based upon the “simplified” method for those options issued in 2015, which were determined to be issued approximately at-the-money. The risk-free interest rate was selected based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued.

The assumptions utilized for stock option grants during the three months ended March 31, 2015 were as follows:

	2015
Volatility		48.59	%
Expected life (years)		6.00
Risk-free interest rate		2.01	%
Dividend yield		—
Fair value	$	19.37

9

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

In the three months ended March 31, 2015, the Company issued approximately 30,000 stock option awards to employees.  The weighted average fair value of each stock option was $19.37 per option and the aggregate fair value was $581,000.  All of these awards vest over a three-year period.  Additionally, a majority of these options could vest earlier in the event of a change in control or merger or other acquisition.  Share-based compensation expense related to stock option awards was $2.8 million and $1.9 million for the three months ended March 31, 2014 and 2015, respectively, of which $694,000 and $469,000, respectively, was included in costs of revenues, and $2.1 million and $1.4 million, respectively, was recorded in selling, general and administrative (“SGA”) expenses.

At March 31, 2015, the unrecognized compensation expense related to stock option awards was $8.1 million, with a remaining weighted average life of 1.7 years.

A summary of option activity for the three months ended March 31, 2015 is as follows:

	Number of options			Weighted average exercise price		Weighted average remaining contractual life (years)		Aggregate intrinsic value (in thousands)
Outstanding at December 31, 2014		4,965,947		$	12.96
Options granted		30,000			40.22
Options forfeited		(15,000	)		25.44
Options exercised		(630,820	)		14.04
Outstanding at March 31, 2015		4,350,127		$	12.95
Exercisable at March 31, 2015		3,745,257		$	10.26		5.9	$	117,454

Aggregate intrinsic value represents the value of the Company’s closing stock price on the last trading day of the fiscal period in excess of the weighted average exercise price multiplied by the number of options outstanding or exercisable. The total intrinsic value of stock options exercised was approximately $16.9 million during the three months ended March 31, 2015.

Restricted Stock and Restricted Stock Units

The Company has granted members of the Board of Directors, certain employees and outside consultants, time lapse restricted stock and RSUs which vest after a stipulated number of years from the grant date depending on the terms of the issue. The fair value of shares of restricted stock and RSUs is determined based upon the market price of the underlying common stock as of the date of grant. Time lapse restricted shares issued and RSUs vest over one to four-year periods. The agreements under which the restricted stock and RSUs are issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the stock plans have been satisfied. The restriction on a majority of these awards could expire earlier than the stipulated time frame in the event of a change in control or merger or other acquisition. Share-based compensation expense related to shares of restricted stock and RSUs was $2.0 million and $4.1 million for the three months ended March 31, 2014 and 2015, respectively, all of which is included in SGA expenses.

The following is a summary of restricted share and RSU activity for the three months ended March 31, 2015:

	Number of awards			Weighted average grant date fair value
Non-vested awards at December 31, 2014		880,433		$	25.46
Awards granted		612,637			40.54
Awards vested		(176,848	)		18.00
Awards forfeited		(7,880	)		30.46
Non-vested awards at March 31, 2015		1,308,342		$	33.50

The total fair value of vested RSUs and shares of restricted stock during the three months ended March 31, 2014 and 2015 was $2.0 million and $3.2 million, respectively. At March 31, 2015, total unrecognized compensation costs related to non-vested restricted shares and RSUs was $32.9 million which is expected to be recognized over a weighted average period of 2.0 years.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

During the three months ended March 31, 2014 and 2015, the Company recorded share-based compensation expense of $539,000 and $130,000, respectively, related to annual incentive compensation plans established by the Compensation Committee of the Board of Directors, all of which was recorded in SGA expenses. The 2014 obligation was settled in March 2015 via the issuance of approximately 122,000 shares of restricted stock, and the 2015 plan year obligation is recorded as accrued expenses in the accompanying Consolidated Balance Sheets.  The 2015 incentive compensation plan contains a performance metric based on the Company’s 2015 financial performance and a subsequent time-based service requirement. If the performance metric is met, the associated liability will be settled in the first quarter of 2016 with the granting of an indeterminate number of restricted shares which will vest equally on June 1, 2016 and 2017.

  (o)            Fair Value Measurements

The Company’s financial assets and (liabilities), which are measured at fair value on a recurring basis, are categorized using the fair value hierarchy at December 31, 2014 and March 31, 2015, and are as follows (in thousands):

	Level 1		Level 2			Level 3			Total
As of December 31, 2014
Financial instruments:
Contingent consideration	$	—	$	—		$	(6,587	)	$	(6,587	)
Foreign currency derivative asset		—		272			—			272
As of March 31, 2015
Financial instruments:
Contingent consideration	$	—	$	—		$	(4,393	)	$	(4,393	)
Foreign currency derivative liability		—		(159	)		—			(159	)
Foreign currency derivative asset		—		958			—			958

The contingent consideration relates to earnout provisions recorded in conjunction with certain acquisitions completed in 2013 and 2014 (see Note 3). Of the total decrease in fair value of the contingent consideration of $2.2 million in 2015, $1.0 million was settled as cash consideration to satisfy an installment related to a 2014 acquisition and the Company recorded $941,000 in adjustments to the fair value of the obligation related to milestones which were not achieved, or expected to be achieved, recorded to SGA expenses, offset by $66,000 recorded in interest and other expenses, net in the Consolidated Statements of Comprehensive Loss due to changes in the fair value of the contingent consideration and the remaining change is due to currency fluctuations.

The fair value of the foreign currency derivative was determined using observable market inputs such as foreign currency exchange rates and considers nonperformance risk of the Company and that of its counterparties.

(p)              Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) refers to revenues, expenses, gains and losses that under U.S. GAAP are recorded as a component of stockholders’ equity but are excluded from net income (loss). The Company’s accumulated other comprehensive income (loss) consists of foreign currency translation adjustments, reported net of tax as appropriate, from those subsidiaries not using the U.S. dollar as their functional currency and unrealized gains and losses, reported net of tax as appropriate, resulting from its net investment hedge of its Australian and U.K. subsidiaries. Accumulated other comprehensive income (loss) consists of the following (in thousands):

	Foreign Currency Translation			Net investment hedge - foreign exchange contract			Net investment hedge - Australian denominated debt		Total
Balance at December 31, 2014	$	(18,026	)	$	3,445		$	205	$	(14,376	)
Change during 2015:
Before-tax amount		(13,310	)		5,339			—		(7,971	)
Tax (expense) benefit		4,207			(2,113	)		—		2,094
Total activity in 2015		(9,103	)		3,226			—		(5,877	)
Balance at March 31, 2015	$	(27,129	)	$	6,671		$	205	$	(20,253	)

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(q)              Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In April 2014, the FASB issued ASU No. 2014-08, (Topic 205 and 360), “Reporting Discontinued Operations and Disclosure of Disposals of Components of an Entity” (“ASU 2014-08”) which amends the definition for what types of asset disposals are to be considered discontinued operations, and amends the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 also enhances the convergence of the FASB’s and the International Accounting Standard Board’s reporting requirements for discontinued operations. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2014, and interim periods within annual periods beginning on or after December 15, 2015. The Company adopted the provisions of this standard effective January 1, 2015 and the adoption of these provisions did not have a material impact on its financial position, results of operations and cash flows.

Accounting Pronouncements Not Yet Adopted

In May 2014, the FASB issued ASU No. 2014-09, (Topic 606): Revenue from Contracts with Customers (“ASU 2014-09”) which supersedes the revenue recognition requirements in “Topic 605, Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective retrospectively for annual or interim reporting periods beginning after December 15, 2016, with early application not permitted. The Company is currently evaluating the impact of this standard on its financial position, results of operations and cash flows.

In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertanties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-05”) which defines management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. Currently, financial statements are prepared under the presumption that the reporting organization will continue to operate as a going concern, except in limited circumstances. This going concern basis of accounting is critical to financial reporting because it establishes the fundamental basis for measuring and classifying assets and liabilities. ASU 2014-05 provides guidance regarding management’s responsibility to evaluate whether there is substantial doubt about the organization’s ability to continue as a going concern and the related footnote disclosures. The amendments are effective for the year ending December 31, 2016, and for interim periods beginning the first quarter of 2017, with early application permitted. The Company plans to adopt the provisions for the year ending December 31, 2016 and will provide such disclosures as required if there are conditions and events that raise substantial doubt about its ability to continue as a going concern. The Company currently does not expect the adoption to have a material impact on its consolidated financial statements.

In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”) which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU 2015-03. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of this standard on its financial position, results of operations and cash flows.

There were various other accounting standards and interpretations issued during 2014 and 2015 the Company has not yet been required to adopt, none of which are expected to have a material impact on its financial position, results of operations and cash flows.

(3)           Acquisitions

ExamWorks operates in a highly fragmented industry and as of March 31, 2015 has completed 50 acquisitions since July 14, 2008. A key component of ExamWorks’ acquisition strategy is growth through acquisitions that expand its geographic coverage, that provide new or complementary lines of business, expand its portfolio of services and that increase its market share.

The Company has accounted for all business combinations using the purchase method to record a new cost basis for the assets acquired and liabilities assumed. The Company recorded, based on a preliminary purchase price allocation, intangible assets representing client relationships, tradenames, covenants not to compete, technology and the excess of purchase price over the estimated fair value of the tangible assets acquired and liabilities assumed as goodwill in the accompanying consolidated financial statements. The goodwill is attributable to synergies achieved through the streamlining of operations combined with improved margins attainable through increased market presence. The results of operations are reflected in the consolidated financial statements of the Company from the date of acquisition.

(a)             2014 Acquisitions

In 2014, the Company completed the following individually insignificant acquisitions, as defined in SEC Regulation S-X Rule 3-05, with an aggregate purchase price of $194.8 million, comprised of $189.0 million cash consideration less cash acquired of $1.1 million, and $6.9 million of contingent consideration. In conjunction with these 2014 acquisitions, the Company incurred transaction costs of $1.6 million, of which $753,000 was incurred in the three months ended March 31, 2014. The Company did not incur any costs associated with the indicated acquisitions in the first quarter of 2015. These amounts are reported in SGA expenses in the Company’s accompanying Consolidated Statements of Comprehensive Loss. These acquisitions enhanced and expanded the presence of the service offerings of the Company. 

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Company name	Form of acquisition	Date of acquisition
Newton Medical Group (United States)	Substantially all of the assets and assumed certain liabilities	January 13, 2014
Cheselden (United Kingdom)	100% of the outstanding share capital	January 16, 2014
G&L Intermediate Holdings (“Gould & Lamb”) (United States)	100% of the outstanding common stock	February 3, 2014
Assess Medical Group Pty Ltd (Australia)	100% of the outstanding common stock	February 14, 2014
Solomon Associates (United States)	Substantially all of the assets and assumed certain liabilities	May 30, 2014
Ability Services Network (United States)	100% of the outstanding common stock	June 6, 2014
Expert Medical Opinions (United States)	Substantially all of the assets and assumed certain liabilities	August 22, 2014

The preliminary allocation of consideration for these acquisitions is summarized as follows (in thousands):

	Preliminary purchase price allocation December 31, 2014			Adjustments/ reclassifications			Preliminary purchase price allocation March 31, 2015
Equipment and leasehold improvements		886			—			886
Customer relationships		50,216			—			50,216
Tradenames		10,342			—			10,342
Covenants not to compete		590			—			590
Technology		1,870			—			1,870
Goodwill		136,034			468			136,502
Net deferred tax liability associated with step-up in book basis		(9,041	)		—			(9,041	)
Assets acquired and liabilities assumed, net		3,785			(377	)		3,408
Totals		194,682			91			194,773

In 2015, the Company recorded adjustments to working capital resulting in an increase in total consideration paid of $91,000. Goodwill of $116.5 million and other intangible assets of $36.7 million are expected to be deductible for U.S. federal income tax purposes, a portion of which are subject to the provisions of IRC Section 901(m) which contain certain foreign tax credit limitations. The Company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed but the Company is waiting for additional information necessary to finalize those fair values. Thus, the provisional measurements of fair value set forth above are subject to change. Such changes are not expected to be significant. The Company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date.

(b)             2015 Acquisition

In 2015, the Company completed the following individually insignificant acquisition, as defined in SEC Regulation S-X Rule 3-05, with a purchase price of $2.3 million, comprised of $2.7 million cash consideration less cash acquired of $405,000. In conjunction with the 2015 acquisition, the Company incurred transaction costs of $52,000, none of which were incurred in the three months ended March 31, 2015. The Company did not incur any costs associated with the indicated acquisition in the first quarter of 2014. These amounts are reported in SGA expenses in the Company’s accompanying Consolidated Statements of Comprehensive Loss. This acquisition enhanced and expanded the presence of the service offerings of the Company.

Company name	Form of acquisition	Date of acquisition
ReliableRS (United States)	Substantially all of the assets and assumed certain liabilities	January 2, 2015

13

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The preliminary allocation of consideration for this acquisition is summarized as follows (in thousands):

	Preliminary purchase price allocation March 31, 2015
Equipment and leasehold improvements	$	22
Customer relationships		1,080
Tradename		270
Goodwill		807
Assets acquired and liabilities assumed, net		120
Total	$	2,299

Goodwill of $807,000 and other intangible assets of $1.4 million are expected to be deductible for U.S. federal income tax purposes. The Company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed but the Company is waiting for additional information necessary to finalize those fair values. Thus, the provisional measurements of fair value set forth above are subject to change. Such changes are not expected to be significant. The Company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date. The 2015 acquisition contributed $616,000 in revenues and $19,000 in operating loss for the three months ended March 31, 2015.

(c)               Pro forma Financial Information

The following unaudited pro forma results of operations for the three months ended March 31, 2014 and 2015 assumes that the 2014 acquisitions were completed on January 1, 2013 and the 2015 acquisition was completed on January 1, 2014. ReliableRS was acquired on January 2, 2015, thus there are no differences between the reported and pro forma results of operations for the three months ended March 31, 2015.

For the three months ended March 31, 2014, the pro forma results include adjustments to reflect reduced interest and other expenses of $393,000, associated with the elimination of the pre-acquisition debt related to certain acquisitions.  In addition, incremental depreciation and amortization expense was recorded as if the acquisitions had occurred on the dates referenced above and amounted to $2.4 million for the three months ended March 31, 2014.  Finally, adjustments of $4.1 million were made to reduce SGA expenses for the three months ended March 31, 2014, principally related to certain salary and other personal expenses attributable to the previous owners of the acquired businesses.  These adjustments represent contractual reductions and are considered to be non-recurring and are not expected to have a continuing impact on the operations of the Company.

	Three months ended March 31,
	2014			2015
	(In thousands, except per share data)
Pro forma revenues	$	187,788		$	196,316
Pro forma net income (loss)		(326	)		2,024
Pro forma income (loss) per share: Basic	$	(0.01	)	$	0.05
Pro forma income (loss) per share: Diluted	$	(0.01	)	$	0.05

The pro forma financial information presented above is not necessarily indicative of either the results of operations that would have occurred had the acquisitions been effective as of January 1 of the respective years or of future operations of the Company.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(4)              Property, Equipment and Leasehold Improvements

Property, equipment and leasehold improvements at December 31, 2014 and March 31, 2015, consist of the following (in thousands):

	Estimated useful lives	December 31,		March 31,
	(years)	2014		2015
Building	15	$	2,553	$	2,633
Computer and office equipment	3		19,160		17,126
Furniture and fixtures	3 to 5		4,274		4,425
Leasehold improvements	Lease term		4,836		4,776
			30,824		28,960
Less accumulated depreciation and amortization			15,098		12,905
Totals		$	15,726	$	16,055

Depreciation expense was $1.4 million and $1.7 million for the three months ended March 31, 2014 and 2015, respectively.

 (5)             Goodwill and Intangible Assets

Goodwill by segment at December 31, 2014 and March 31, 2015 consists of the following (in thousands) (1):

	United					United
	States		Canada			Kingdom			Australia			Total
Balance at December 31, 2014	$	401,560	$	17,178		$	38,354		$	38,587		$	495,679
Goodwill acquired during the year		807		—			—			—			807
Adjustments to prior year acquisitions		468		—			—			—			468
Effect of foreign currency translation		—		(2,021	)		(1,868	)		(3,058	)		(6,947	)
Balance at March 31, 2015	$	402,835	$	15,157		$	36,486		$	35,529		$	490,007

(1) Goodwill recorded in connection with certain tax benefits to be realized in the Company’s U.S. income tax returns has been reflected in the United States segment.

   Intangible assets at December 31, 2014 and March 31, 2015, consist of the following (in thousands):

			December 31, 2014
	Estimated useful lives (months)		Gross carrying amount		Accumulated amortization			Net carrying value
Amortizable intangible assets:
Customer relationships		40 to 60	$	244,211	$	(167,943	)	$	76,268
Tradenames		45 to 84		68,264		(45,901	)		22,363
Covenants not to compete		36		6,761		(4,116	)		2,645
Technology		24 to 40		9,188		(7,881	)		1,307
Totals			$	328,424	$	(225,841	)	$	102,583

			March 31, 2015
	Estimated useful lives (months)		Gross carrying amount		Accumulated amortization			Net carrying value
Amortizable intangible assets:
Customer relationships		40 to 60	$	239,707	$	(174,154	)	$	65,553
Tradenames		45 to 84		67,176		(47,146	)		20,030
Covenants not to compete		36		9,487		(4,578	)		4,909
Technology		24 to 40		9,048		(7,912	)		1,136
Totals			$	325,418	$	(233,790	)	$	91,628

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The aggregate intangible amortization expense was $12.9 million and $13.1 million for the three months ended March 31, 2014 and 2015, respectively. The estimated future amortization expense of intangible assets is as follows (in thousands):

	Amount
Nine months ended December 31, 2015	$	33,846
Year ended December 31:
2016		33,633
2017		21,172
2018		2,094
2019		883
Total	$	91,628

(6)             Accrued Expenses

Accrued expenses at December 31, 2014 and March 31, 2015 consist of the following (in thousands):

	December 31, 2014		March 31, 2015
Accrued compensation and benefits	$	15,041	$	14,416
Accrued selling and professional fees		4,202		3,892
Accrued income, value added and other taxes		26,576		26,954
Accrued medical panel fees		4,391		3,890
Other accrued expenses		3,768		3,293
Totals	$	53,978	$	52,445

(7)              Stockholders’ Equity

During the three months ended March 31, 2015, the Company issued approximately 622,000 shares of common stock to settle options exercised during the period.

During the three months ended March 31, 2015, the Company issued approximately 8,000 shares of common stock to settle warrants exercised during the period.

During the three months ended March 31, 2015, the Company issued approximately 91,000 shares of restricted stock with a fair value of $3.7 million to certain officers and employees for services to be provided during the next three years. The Company is recording the expenses related to these awards in SGA expenses over the requisite service period.

During the three months ended March 31, 2015, the Company issued approximately 67,000 shares of common stock to settle restricted stock units whose restrictions were lifted during the period.

During the three months ended March 31, 2015, the Company issued approximately 122,000 shares of restricted stock to certain officers and employees in settlement of its 2014 incentive compensation plan liability. The restriction on these shares will be lifted in 50% increments on June 1, 2015 and 2016. The Company is recording the remaining expenses related to these awards in SGA expenses over the remaining service period.

During the three months ended March 31, 2015, the Company did not repurchase any shares under the share repurchase program. As of March 31, 2015, the Company has approximately 905,000 shares of common stock held as treasury shares with an average value of $9.38 per share, and the ability to repurchase an additional $10.2 million in shares of its common stock.

(8)              Related Party Transactions

The Senior Secured Revolving Credit Facility contains a provision requiring the Company to use a third party to perform financial due diligence for acquisitions exceeding a certain size. With the approval of the senior lender, the Company engaged RedRidge Finance Group (“RedRidge”) to assist it with financial due diligence and incurred $176,000 and $118,000 in fees, pertaining to acquisition-related work performed during the three months ended March 31, 2014 and 2015, respectively. P&P Investment, LLC (“P&P”), a company owned by Richard Perlman and James Price, the Executive Chairman and Chief Executive Officer, respectively, of the Company, are minority owners and lenders of RedRidge.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(9)              Commitments and Contingencies

(a)              Lease Commitments

The Company and its subsidiaries lease office space and office related equipment under noncancelable operating leases with various expiration dates from 2015 through 2023.

Future minimum lease payments under the operating leases for the nine months ended December 31, 2015 and in each of the years subsequent to December 31, 2015 are as follows (in thousands):

	Amount
Nine months ended December 31, 2015	$	9,835
Year ended December 31:
2016		11,335
2017		9,747
2018		7,977
2019		5,423
Thereafter		5,043
Total	$	49,360

Related rent expense was $3.5 million and $4.2 million for the three months ended March 31, 2014 and 2015, respectively.

(b)              Employee Benefit Plans

The Company and certain of its subsidiaries each sponsor separate voluntary defined contribution pension plans. The plans cover employees that meet specific age and length of service requirements. The Company and certain of its subsidiaries have various matching and vesting arrangements within their individual plans. For the three months ended March 31, 2014 and 2015, the Company recorded $228,000 and $370,000, respectively, in compensation expense related to these plans.

(10)            Long-Term Debt

Long-term debt at December 31, 2014 and March 31, 2015 consists of the following (amounts in thousands) (1).

	December 31,		March 31,
	2014		2015
	(in thousands)
Senior Unsecured Notes Payable (a)	$	250,000	$	250,000
Senior Secured Revolving Credit Facility, Bank of America, N.A. (b)		143,853		140,000
Working capital facilities, Barclays (c)		40,396		38,447
		434,249		428,447
Less current portion		40,396		—
	$	393,853	$	428,447

(1)     See Note 15, Subsequent Events, for a discussion of the issuance of the Company's 5.625% Senior Notes due 2023, the Amended and Restated Senior Secured Revolving Credit Facility and amendments to the Company's working capital facilities, all events that occurred subsequent to March 31, 2015.

(a)     On July 19, 2011, the Company closed a private offering of $250.0 million in aggregate principal amount of 9.0% senior notes due 2019 (the “Initial Notes”). The Initial Notes were issued at a price of 100% of their principal amount. A portion of the gross proceeds of $250.0 million were used to repay borrowings outstanding under the Company’s Senior Secured Revolving Credit Facility and pay related fees and expenses, and the remainder was used for general corporate purposes, including acquisitions. In June 2012, in accordance with the registration rights granted to the original purchasers of the Initial Notes, the Company completed an exchange offer of the privately placed Initial Notes for new 9.0% senior notes due 2019 (the “Exchange Notes,” and together with the Initial Notes, the “Senior Unsecured Notes”) registered with the SEC with substantially identical terms to the Initial Notes. The Senior Unsecured Notes are senior obligations of ExamWorks and are guaranteed by ExamWorks’ existing and future U.S. subsidiaries (the “Guarantors”).

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The Senior Unsecured Notes were issued under an Indenture, dated as of July 19, 2011 (the “Indenture”), among the Company, the Guarantors and U.S. Bank, National Association, as trustee (the “Trustee”).  The Senior Unsecured Notes are the Company’s general senior unsecured obligations, and rank equally with the Company’s existing and future senior unsecured obligations and senior to all of the Company’s further subordinated indebtedness. The Senior Unsecured Notes accrue interest at a rate of 9.0% per year, payable semi-annually in cash in arrears on January 15 and July 15 of each year, commencing January 15, 2012.

At any time on or after July 15, 2015, the Company may redeem some or all of the Senior Unsecured Notes at the redemption prices stated in the Indenture, plus accrued and unpaid interest to the date of redemption. Prior to July 15, 2014, the Company may redeem up to 35% of the aggregate principal amount of the Senior Unsecured Notes with net cash proceeds from certain equity offerings at a redemption price equal to 109% of the aggregate principal amount of the Senior Unsecured Notes, plus accrued and unpaid interest, if any, provided that at least 65% of the original aggregate principal amount of the Senior Unsecured Notes remains outstanding after redemption. Further, the Company may redeem some or all of the of the Senior Unsecured Notes at any time prior to July 15, 2015 at a redemption price equal to 100% of the principal amount of the Senior Unsecured Notes plus a make whole premium described in the Indenture, plus accrued and unpaid interest.

The Indenture includes covenants which, subject to certain exceptions, limit the ability of the Company and its restricted subsidiaries (as defined in the Indenture) to, among other things, incur additional indebtedness, make certain types of restricted payments, incur liens on assets of the Company or the restricted subsidiaries, engage in asset sales and enter into transactions with affiliates. Upon a change of control (as defined in the Indenture), the Company may be required to make an offer to repurchase the Senior Unsecured Notes at 101% of their principal amount, plus accrued and unpaid interest. The Indenture also contains customary events of default.

(b)     The Company entered into a Senior Secured Revolving Credit Facility agreement dated November 2, 2010 (the “Senior Secured Revolving Credit Facility”) with Bank of America, N.A. The facility initially consisted of a $180.0 million revolving credit facility. The facility is available to finance the Company’s acquisition program and working capital needs. On February 9, 2011, the Company exercised the accordion feature of the Senior Secured Revolving Credit Facility, increasing the facility from $180.0 million to $245.0 million.

On May 6, 2011, the Company increased and fully exercised the accordion features of the Senior Secured Revolving Credit Facility.  The increase and exercise of the accordion feature increased the committed capacity of the Senior Secured Revolving Credit Facility by $55.0 million, from a total of $245.0 million to a total of $300.0 million.

On July 7, 2011, the Company entered into a second amendment to its Senior Secured Revolving Credit Facility (the “Second Amendment”) which became effective simultaneously with the consummation of the Company’s private offering of the Senior Unsecured Notes.  The Second Amendment amended the Senior Secured Revolving Credit Facility to, among other things, (i) extend the maturity date of the Senior Secured Revolving Credit Facility from November 2013 to July 2016; (ii) permit the issuance and sale of the Senior Unsecured Notes; (iii) replace the consolidated senior leverage ratio with a consolidated senior secured leverage ratio while permitting the maximum consolidated senior secured leverage ratio to be 3.00 to 1; (iv) permit the Company’s maximum consolidated leverage ratio to increase from 3.5 to 1 to 4.75 to 1; (v) reduce the borrowing cost; and (vi) allow the Company to complete acquisitions with a purchase price of up to $75.0 million (previously $50.0 million) without prior lender consent. The Second Amendment also reduced the aggregate revolving commitments under the Senior Secured Revolving Credit Facility by $37.5 million for a maximum commitment of $262.5 million, subject to the Company’s right to increase the aggregate revolving commitments by $37.5 million for a maximum commitment of $300.0 million, so long as the Company is not in default and the Company satisfies certain other customary conditions.

On February 27, 2012, the Company entered into a third amendment to its Senior Secured Revolving Credit Facility (the “Third Amendment”). The Third Amendment amended the Senior Secured Revolving Credit Facility as to the definitions of consolidated fixed charges and consolidated fixed charge coverage ratio and does not permit the consolidated fixed charge coverage ratio as of the end of any fiscal quarter to be less than (i) for any fiscal quarter ending during the period from December 31, 2011 to and including September 30, 2012, 1.75 to 1.00 and (ii) for any fiscal quarter ending thereafter, 2.00 to 1.00.

On August 27, 2012, the Company entered into a fourth amendment to its Senior Secured Revolving Credit Facility (the “Fourth Amendment”). The Fourth Amendment amended the Senior Secured Revolving Credit Facility to add the Australian dollar as an alternative currency and increased the alternative currency sublimit from USD $60.0 million to USD $100.0 million.

On June 27, 2013, the Company entered into a fifth amendment to its Senior Secured Revolving Credit Facility (the “Fifth Amendment”). Among other changes, the Fifth Amendment modifies the Credit Agreement to permit an implementation of an auto-borrow agreement between the swing line lender and the Company to facilitate cash management, incorporates new provisions related to swap regulations and updates various provisions related to the LIBOR rate, Foreign Account Tax Compliance Act and the International Financial Reporting Standards. 

18

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

On February 3, 2014, the Company entered into a sixth amendment to its Senior Secured Revolving Credit Facility (the “Sixth Amendment”). The Sixth Amendment (i) allowed the Company to consummate the acquisition of Gould & Lamb, and (ii) allows the Company to acquire a target (a) with negative trailing twelve month adjusted EBITDA (as defined in the Senior Secured Revolving Credit Facility) if the purchase price of such acquisition is less than $5.0 million, (b) with trailing twelve month adjusted EBITDA (as defined in the Senior Secured Revolving Credit Facility) of less than or equal to $3,000,000 without delivering to the lenders a quality of earnings report regarding such target and (c) without delivering pro forma projections of the Company to the lenders if the purchase price of such acquisition is less than $75.0 million, in each case, without prior lender consent.

Borrowings under the Senior Secured Revolving Credit Facility, as amended, bear interest, at either (i) LIBOR plus the applicable margin or (ii) a base rate (equal to the highest of (a) the federal funds rate plus 0.5%, (b) the Bank of America prime rate and (c) LIBOR (using a one-month period) plus 1.0%), plus the applicable margin, as the Company elects. The applicable margin means a percentage per annum determined in accordance with the following table: 

Pricing Tier		Consolidated Senior Secured Leverage Ratio					Commitment Fee/Unused Line Fee			Letter of Credit Fee			Eurocurrency Rate Loans			Base Rate Loans
	1	≥	2.50	to 1.0				0.50	%		3.75	%		3.75	%		2.75	%
	2	≥	2.00	to 1.0 but <	2.50	to 1.0		0.45	%		3.50	%		3.50	%		2.50	%
	3	≥	1.50	to 1.0 but <	2.00	to 1.0		0.40	%		3.25	%		3.25	%		2.25	%
	4	≥	1.00	to 1.0 but <	1.50	to 1.0		0.35	%		3.00	%		3.00	%		2.00	%
	5			<	1.00	to 1.0		0.30	%		2.75	%		2.75	%		1.75	%

In the event of default, the outstanding indebtedness under the facility will bear interest at an additional 2%.

The Senior Secured Revolving Credit Facility contains restrictive covenants, including among other things financial covenants requiring the Company to not exceed a maximum consolidated senior secured leverage coverage ratio, a maximum total consolidated leverage ratio and to maintain a minimum consolidated fixed charge coverage ratio. The Senior Secured Revolving Credit Facility also restricts the Company’s ability (subject to certain exceptions) to incur indebtedness, prepay or amend other indebtedness, create liens, make certain fundamental changes including mergers or dissolutions, pay dividends and make other payments in respect of capital stock, make certain investments, sell assets, change its lines of business, enter into transactions with affiliates and other corporate actions.

As of March 31, 2015, the Company had $140.0 million outstanding under the Senior Secured Revolving Credit Facility, bearing interest at a rate of LIBOR plus 3.00%, resulting in $122.5 million of undrawn commitments.  

(c)               On September 29, 2010, the Company’s indirect 100% owned subsidiary UK Independent Medical Services Limited (“UKIM”) entered into a Sales Finance Agreement (the “UKIM SFA”) with Barclays Bank PLC (“Barclays”), pursuant to which Barclays provides UKIM a working capital facility of up to £5,000,000, subject to the terms and conditions of the UKIM SFA. The working capital facility bore a discount margin of 2.5% over Base Rate and served to finance UKIM’s unpaid account receivables.  The working capital facility had a minimum term of 36 months.

On June 28, 2013, UKIM entered into an amendment to extend the term of the existing UKIM SFA by 24 months from June 28, 2013, to amend the discount margin to 2.4% over Base Rate (0.5% rate on March 31, 2015) and to provide that payments by UKIM for certain non-working capital purposes are permitted under the UKIM SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, UKIM had $6.2 million outstanding under the working capital facility, resulting in approximately $1.2 million in availability.

On May 12, 2011, the Company’s indirect 100% owned subsidiary Premex Group Limited (“Premex”) entered into a Sales Finance Agreement (the “Premex SFA”) with Barclays, pursuant to which Barclays provides Premex a working capital facility of up to £26,500,000, subject to the terms and conditions of the Premex SFA. The working capital facility bears a discount margin of 2.4% over Base Rate (0.5% rate on March 31, 2015) and serves to finance Premex’s unpaid account receivables.  The working capital facility had a minimum term of 36 months.

On June 28, 2013, Premex entered into an amendment to extend the term of the existing Premex SFA by 24 months from June 28, 2013, and to provide that payments by Premex for certain non-working capital purposes are permitted under the Premex SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, Premex had $32.2 million outstanding under the working capital facility, resulting in approximately $7.1 million in availability. 

19

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

(11)          Financial Instruments

The FASB issued ASC Topic 815, Derivatives and Hedging (“ASC 815”) which establishes accounting and reporting standards for derivative instruments. ASC 815 requires an entity to recognize all derivatives as either assets or liabilities and measure those instruments at fair value. Derivatives that do not qualify as a hedge must be adjusted to fair value in earnings. If the derivative does qualify as a hedge under ASC 815, changes in the fair value will either be offset against the change in fair value of the hedged assets, liabilities or firm commitments or recognized in accumulated other comprehensive income (loss) until the hedged item is recognized in earnings. The ineffective portion of a hedge’s change in fair value will be immediately recognized in earnings.

Beginning in the second quarter of 2013, in order to protect against foreign currency exposure in its Australian operations, the Company entered into forward foreign currency contracts as a hedge of AUD $60.0 million of its net investment in Australia. Beginning in the third quarter of 2013, the Company also entered into forward foreign currency contracts as a hedge of £40.0 million of its net investment in the U.K. The Company settled certain of its hedge positions during the 2015 year and received $4.8 million in net proceeds. This amount was classified in accumulated other comprehensive loss in the Company’s Consolidated Balance Sheet (see Note 2), offsetting the currency translation adjustment of the related net investment that is also recorded in accumulated other comprehensive loss, and is reported net of the effect of income taxes.

As of December 31, 2014, the Company had a net asset of $272,000 recorded in other current assets with the offsetting net unrealized gain being recorded in accumulated other comprehensive loss in its Consolidated Balance Sheets associated with open forward foreign currency contracts which matured in January of 2015. As of March 31, 2015, the Company had a gross asset and liability of $958,000 and $159,000, respectively recorded in other current assets and other current liabilities, respectively, with the offsetting net unrealized gain and loss being recorded in accumulated other comprehensive loss in its Consolidated Balance Sheets associated with open forward foreign currency contracts which matured in May of 2015.

The Company does not enter into derivative transactions for speculative purposes.

(12)           Income Taxes

In preparing its consolidated financial statements, the Company estimates income taxes in each of the jurisdictions in which it operates. This process involves estimating actual current tax exposure together with assessing temporary differences resulting from differing treatment of items for tax and financial reporting purposes. These differences result in deferred income tax assets and liabilities.

Additionally, the Company currently has significant deferred tax assets and other deductible temporary differences including basis differences between intangible assets. The Company does not provide a valuation allowance against its deferred tax assets as the Company believes that it is more likely than not that all of the deferred tax assets will be realized based on available evidence including scheduled reversal of deferred tax liabilities, projected future taxable income and other tax planning considerations.

The Company applies the provisions of ASC 740 as it relates to uncertain tax positions. This interpretation prescribes a comprehensive model for how a company should recognize, measure, present and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return. ASC 740 states that a tax benefit from an uncertain tax position may be recognized only if it is “more likely than not” that the position is sustainable, based on its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with a taxing authority having full knowledge of all relevant information. The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense.

20

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

The following table summarizes the activity related to the unrecognized tax benefits for the three months ended March 31, 2015, (in thousands)

Balance at January 1, 2015	$	1,593
Increase to prior year tax positions		11
Increase to current year tax positions		—
Expiration of the statute of limitations for the assessment of taxes		—
Decrease related to settlements		—
Balance at March 31, 2015	$	1,604

The Company is no longer subject to U.S. federal income and state tax return examinations by tax authorities for tax years before 2010 and 2009, respectively. The Company operates in multiple taxing jurisdictions and faces audits from various tax authorities. The Company remains subject to examination until the statute of limitations expires for the respective tax jurisdiction. The Company does not anticipate that the amount of the unrecognized benefit will significantly increase or decrease within the next 12 months.

Undistributed earnings of the Company’s foreign subsidiaries are considered indefinitely reinvested and, accordingly, no provision for U.S. federal income taxes has been recorded. Deferred taxes are provided for earnings outside the United States when those earnings are not considered indefinitely reinvested.

(13)            Segment and Geographical Information

The Company applies the provisions of ASC Topic 280, Segment Reporting, (“ASC 280”). ASC 280, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products, major customers and the geographies in which the entity holds material assets and reports revenue. An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the chief operating decision maker (“CODM”) and for which discrete financial information is available. Based on the provisions of ASC 280, the Company has determined that it operates in four geographic segments: the United States, Canada, the United Kingdom and Australia. The CODM evaluates segment performance based on revenues and segment profit, as defined below. The Company’s corporate costs and assets are all incurred in the United States and are included in the United States segment, as this is consistent with how they are presented and reviewed by the CODM. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies.

Information relating to the Company’s product groups (IMEs, peer review, bill review, Medicare compliance, case management and other related services) is as follows (in thousands):

Revenues:	For the three months ended March 31,
	2014		2015
IME and other related services (1)	$	154,540	$	167,345
Peer and bill reviews, Medicare compliance services and case management services (1)		18,488		28,971
Total revenues	$	173,028	$	196,316

(1) Includes the results of certain of the Company’s service centers acquired whose revenues are generated substantially through the indicated product group. Outside of this presentation, other product groups are not tracked within the Company’s financial systems. Additionally, other related services, which include any Medicare compliance services and case management services completed at the Company’s historic service centers in the periods presented, are not separately captured within the Company’s financial systems and have been included with IME services in the above presentation as separate presentation is not practicable. With the Company’s acquisition of Gould & Lamb in February of 2014 and Ability Services Network and Med Allocators in June of 2014, Medicare compliance services and case management services have been added to the presentation above. None of the individual services within the peer and bill reviews, Medicare compliance services and case management services category above represent more than 10% of consolidated revenues.

21

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Information relating to the Company’s geographic segments is as follows (in thousands)(1)(2): 

	United						United
	States			Canada			Kingdom			Australia			Total
Three months ended March 31, 2014
Revenues	$	106,049		$	7,507		$	42,053		$	17,419		$	173,028
Segment profit		15,954			1,098			7,081			3,877			28,010
Depreciation and amortization expense		7,720			811			3,175			2,636			14,342
Capital expenditures		(402	)		—			(290	)		(20	)		(712	)
Total assets (3)		488,362			28,293			230,597			100,373			847,625
Long-lived assets (3)		403,354			21,169			105,373			88,856			618,752
Three months ended March 31, 2015
Revenues	$	121,718		$	7,949		$	47,444		$	19,205		$	196,316
Segment profit		19,522			634			7,699			4,097			31,952
Depreciation and amortization expense		9,411			582			2,383			2,472			14,848
Capital expenditures		(1,670	)		(114	)		(189	)		(256	)		(2,229	)
Total assets (3)		602,005			22,343			236,186			83,228			943,762
Long-lived assets (3)		471,040			15,613			92,703			68,227			647,583

(1) For segment purposes, the Company defines segment profit as earnings before interest expenses, income taxes, depreciation and amortization, share-based compensation expenses, acquisition related transaction costs and other expenses. A consolidated reconciliation from segment profit to income from operations is included below.

(2) Long-lived assets are noncurrent assets excluding deferred tax assets and deferred financing costs.

(3) Total assets and long-lived assets include goodwill. Goodwill recorded in connection with certain tax benefits to be realized in the Company’s U.S. income tax returns has been reflected in the United States segment.

A reconciliation of segment profit to consolidated income from operations is as follows (in thousands):

	For the three months ended March 31,
	2014			2015
Segment Profit		28,010			31,952
Depreciation and amortization		(14,342	)		(14,848	)
Share-based compensation expense		(5,353	)		(6,136	)
Acquisition related transaction costs		(1,192	)		382
Other expenses		—			(210	)
Income from operations	$	7,123		$	11,140

(14)           Condensed Consolidating Financial Information of Guarantor Subsidiaries

The Company has outstanding certain indebtedness that is guaranteed by all of its U.S. subsidiaries. However, the indebtedness is not guaranteed by the Company’s foreign subsidiaries. The guarantor subsidiaries are 100% owned and the guarantees are made on a joint and several basis, and are full and unconditional. Separate consolidated financial statements of the guarantor subsidiaries have not been presented because management believes that such information would not be material to investors. However, condensed consolidating financial information as of December 31, 2014 and March 31, 2015, and for the three months ended March 31, 2014 and 2015 is presented below. The Company (issuer of the Senior Unsecured Notes) was formed in June 2010 to implement a holding company organizational structure. As a result, all operating activities are conducted through the Company’s 100% owned subsidiaries.

22

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Condensed Consolidating Statement of Operations

for the three months ended March 31, 2014

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Revenues	$	106,049		$	66,979		$	—		$	—	$	173,028
Costs and expenses:
Costs of revenues		71,067			39,968			—			—		111,035
Selling, general and administrative expenses		21,705			18,823			—			—		40,528
Depreciation and amortization		7,720			6,622			—			—		14,342
Total costs and expenses		100,492			65,413			—			—		165,905
Income from operations		5,557			1,566			—			—		7,123
Interest and other expenses, net		5,692			1,885			—			—		7,577
Loss before income taxes		(135	)		(319	)		—			—		(454	)
Provision (benefit) for income taxes		(1,642	)		1,477			—			—		(165	)
Net loss before earnings of consolidated subsidiaries	$	1,507		$	(1,796	)	$	—		$	—	$	(289	)
Net income (loss) of consolidated subsidiaries		(1,796	)		—			(1,796	)		3,592		—
Net income (loss)	$	(289	)	$	(1,796	)	$	(1,796	)	$	3,592	$	(289	)

Condensed Consolidating Statement of Operations

for the three months ended March 31, 2015

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Revenues	$	121,718		$	74,598	$	—	$	—		$	196,316
Costs and expenses:
Costs of revenues		82,334			45,842		—		—			128,176
Selling, general and administrative expenses		23,014			19,138		—		—			42,152
Depreciation and amortization		9,411			5,437		—		—			14,848
Total costs and expenses		114,759			70,417		—		—			185,176
Income from operations		6,959			4,181		—		—			11,140
Interest and other expenses, net		6,409			1,595		—		—			8,004
Income before income taxes		550			2,586		—		—			3,136
Provision (benefit) for income taxes		(594	)		1,706		—		—			1,112
Net income before earnings of consolidated subsidiaries	$	1,144		$	880	$	—	$	—		$	2,024
Net income (loss) of consolidated subsidiaries		880			—		880		(1,760	)		—
Net income (loss)	$	2,024		$	880	$	880	$	(1,760	)	$	2,024

23

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Condensed Consolidating Balance Sheet as of December 31, 2014

(In thousands)

	Guarantor Subsidiaries		Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Assets
Current assets:
Cash and cash equivalents	$	388	$	9,363	$	—	$	—		$	9,751
Accounts receivable, net		55,684		147,505		—		—			203,189
Intercompany receivable		42,002		—		10,667		(52,669	)		—
Prepaid expenses		8,248		5,557		—		—			13,805
Deferred tax assets		3,780		—		—		(4	)		3,776
Other current assets		272		1,165		—		—			1,437
Total current assets		110,374		163,590		10,667		(52,673	)		231,958
Property, equipment and leasehold improvements, net		10,394		5,332		—		—			15,726
Investment in subsidiaries		217,344		—		591,435		(808,779	)		—
Intercompany notes receivable		174,464		—		174,464		(348,928	)		—
Goodwill		387,104		108,575		—		—			495,679
Intangible assets, net		64,530		38,053		—		—			102,583
Long-term accounts receivable, less current portion		—		46,401		—		—			46,401
Deferred tax assets, noncurrent		22,505		7,177		—		—			29,682
Deferred financing costs, net		6,140		29		—		—			6,169
Other assets		663		1,283		—		—			1,946
Total assets	$	993,518	$	370,440	$	776,566	$	(1,210,380	)	$	930,144
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	20,163	$	36,870	$	—	$	—		$	57,033
Intercompany payable		10,667		42,002		—		(52,669	)		—
Accrued expenses		23,904		30,074		—		—			53,978
Accrued interest expense		—		—		10,667		—			10,667
Deferred revenue		244		6,158		—		—			6,402
Deferred tax liability		—		4		—		(4	)		—
Current portion of contingent earnout obligation		—		4,473		—		—			4,473
Current portion of working capital facilities		—		40,396		—		—			40,396
Other current liabilities		2,363		4,587		—		—			6,950
Total current liabilities		57,341		164,564		10,667		(52,673	)		179,899
Senior unsecured notes payable		—		—		250,000		—			250,000
Senior secured revolving credit facility and working capital facilities, less current portion		—		—		143,853		—			143,853
Intercompany notes payable		174,464		174,464		—		(348,928	)		—
Long-term contingent earnout obligation, less current portion		—		2,114		—		—			2,114
Other long-term liabilities		1,795		7,608		—		—			9,403
Total liabilities		233,600		348,750		404,520		(401,601	)		585,269
Commitments and contingencies
Stockholders’ equity (deficit)		759,918		21,690		372,046		(808,779	)		344,875
Total liabilities and stockholders' equity (deficit)	$	993,518	$	370,440	$	776,566	$	(1,210,380	)	$	930,144

24

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Condensed Consolidating Balance Sheet as of March 31, 2015

(In thousands)

	Guarantor Subsidiaries		Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Assets
Current assets:
Cash and cash equivalents	$	9,202	$	11,080	$	—	$	—		$	20,282
Accounts receivable, net		57,518		148,241		—		—			205,759
Intercompany receivable		44,998		—		5,027		(50,025	)		—
Prepaid expenses		7,991		4,597		—		—			12,588
Deferred tax assets		3,938		101		—		—			4,039
Other current assets		958		1,113		—		—			2,071
Total current assets		124,605		165,132		5,027		(50,025	)		244,739
Property, equipment and leasehold improvements, net		11,118		4,937		—		—			16,055
Investment in subsidiaries		218,225		—		594,614		(812,839	)		—
Intercompany notes receivable		174,385		—		174,385		(348,770	)		—
Goodwill		388,379		101,628		—		—			490,007
Intangible assets, net		60,527		31,101		—		—			91,628
Long-term accounts receivable, less current portion		—		47,743		—		—			47,743
Deferred tax assets, noncurrent		38,661		7,076		—		—			45,737
Deferred financing costs, net		5,690		14		—		—			5,704
Other assets		695		1,454		—		—			2,149
Total assets	$	1,022,285	$	359,085	$	774,026	$	(1,211,634	)	$	943,762
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	21,126	$	36,311	$	—	$	—		$	57,437
Intercompany payable		5,027		44,998		—		(50,025	)		—
Accrued expenses		23,343		29,102		—		—			52,445
Accrued interest expense		—		—		5,027		—			5,027
Deferred revenue		300		5,126		—		—			5,426
Current portion of contingent earnout obligation		—		4,393		—		—			4,393
Other current liabilities		2,634		4,601		—		—			7,235
Total current liabilities		52,430		124,531		5,027		(50,025	)		131,963
Senior unsecured notes payable		—		—		250,000		—			250,000
Senior secured revolving credit facility and working capital facilities, less current portion		—		38,447		140,000		—			178,447
Intercompany notes payable		174,385		174,385		—		(348,770	)		—
Deferred tax liability, noncurrent		10,580		—		—		—			10,580
Other long-term liabilities		3,364		8,255		—		—			11,619
Total liabilities		240,759		345,618		395,027		(398,795	)		582,609
Commitments and contingencies
Stockholders’ equity (deficit)		781,526		13,467		378,999		(812,839	)		361,153
Total liabilities and stockholders' equity (deficit)	$	1,022,285	$	359,085	$	774,026	$	(1,211,634	)	$	943,762

25

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements
 

Condensed Consolidating Statement of Cash Flows for the three months ended March 31, 2014

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Net cash provided by operating activities	$	1,369		$	1,836		$	—		$	—	$	3,205
Investing activities:
Cash paid for acquisitions, net		(87,615	)		(9,538	)		—			—		(97,153	)
Purchases of building, equipment and leasehold improvements, net		(402	)		(310	)		—			—		(712	)
Working capital and other settlements for acquisitions		—			(1,142	)		—			—		(1,142	)
Cash paid for foreign currency net investment hedges		(3,356	)		—			—			—		(3,356	)
Other		(839	)		—			—			—		(839	)
Net cash used in investing activities		(92,212	)		(10,990	)		—			—		(103,202	)
Financing activities:
Borrowings under senior secured revolving credit facility		—			—			121,012			—		121,012
Proceeds from the exercise of options and warrants		—			—			14,637			—		14,637
Excess tax benefit related to share-based compensation		—			—			6,190			—		6,190
Net borrowings under working capital facilities		—			4,123			—			—		4,123
Payment of deferred financing costs		—			—			(225	)		—		(225	)
Repayment of subordinated unsecured notes payable		(333	)		—			—			—		(333	)
Repayment under senior secured revolving credit facility		—			—			(50,000	)		—		(50,000	)
Intercompany notes and investments and other		91,614			—			(91,614	)		—		—
Net cash provided by financing activities		91,281			4,123			—			—		95,404
Exchange rate impact on cash and cash equivalents		—			268			—			—		268
Net increase (decrease) in cash and cash equivalents		438			(4,763	)		—			—		(4,325	)
Cash and cash equivalents, beginning of period		760			12,069			—			—		12,829
Cash and cash equivalents, end of period	$	1,198		$	7,306		$	—		$	—	$	8,504

26

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Condensed Consolidating Statement of Cash Flows for the three months ended March 31, 2015

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Net cash provided by operating activities	$	2,226		$	3,938		$	—		$	—	$	6,164
Investing activities:
Cash paid for acquisitions, net		(2,299	)		—			—			—		(2,299	)
Purchases of building, equipment and leasehold improvements, net		(1,670	)		(559	)		—			—		(2,229	)
Working capital and other settlements for acquisitions		(91	)		—			—			—		(91	)
Proceeds from foreign currency net investment hedges		4,812			—			—			—		4,812
Other		(1,250	)		—			—			—		(1,250	)
Net cash used in investing activities		(498	)		(559	)		—			—		(1,057	)
Financing activities:
Borrowings under senior secured revolving credit facility		—			—			25,478			—		25,478
Proceeds from the exercise of options and warrants		—			—			8,855			—		8,855
Excess tax benefit related to share-based compensation		—			—			2,086			—		2,086
Net repayments under working capital facilities		—			(132	)		—			—		(132	)
Repayment of contingent earnout obligation		—			(1,023	)		—			—		(1,023	)
Repayment under senior secured revolving credit facility		—			—			(29,331	)		—		(29,331	)
Intercompany notes and investments and other		7,088			—			(7,088	)		—		—
Net cash provided by financing activities		7,088			(1,155	)		—			—		5,933
Exchange rate impact on cash and cash equivalents		—			(509	)		—			—		(509	)
Net increase (decrease) in cash and cash equivalents		8,816			1,715			—			—		10,531
Cash and cash equivalents, beginning of period		388			9,363			—			—		9,751
Cash and cash equivalents, end of period	$	9,204		$	11,078		$	—		$	—	$	20,282

(15)           Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through the date of this filing and identified the following items:

5.625% Senior Notes due 2023

On April 16, 2015, the Company closed the public offering of $500.0 million in aggregate principal amount of 5.625% senior notes due 2023 (the “Notes”). The Notes were issued at a price of 100% of their principal amount. The Notes are senior obligations of ExamWorks and are guaranteed by certain of ExamWorks’ existing and future U.S. subsidiaries. A portion of the gross proceeds of $500.0 million were or will be used to repay all outstanding borrowings under the Senior Secured Revolving Credit Facility, to redeem all of the Senior Unsecured Notes, to pay related fees and expenses, and for general corporate purposes, including acquisitions.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements

Amended and Restated Senior Secured Revolving Credit Facility

Concurrently with the issuance of the Notes, on April 16, 2015, the Company amended and restated the terms of its Senior Secured Revolving Credit Facility in connection with the offering of the Notes pursuant to an amended and restated credit agreement (the “Amended and Restated Credit Facility”) dated April 16, 2015. The Amended and Restated Credit Facility provides for up to $300.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit). During the term of the Amended and Restated Credit Facility, the Company has the right, subject to compliance with the covenants specified in the Amended and Restated Credit Facility and the Notes, to increase the revolving extensions under the Amended and Restated Credit Facility to a maximum of $400.0 million. The term of the Senior Secured Revolving Credit Facility was extended for five years from the date of the amendment to April 2020.

Working Capital Facilities

On April 16, 2015, the Company amended both the working capital facility provided to UKIM by Barclays Bank PLC and the working capital facility provided to Premex by Barclays Bank PLC to, among other things, extend the term by a period of 36 months to April 2018. The amounts outstanding under these facilities have been reclassified from current to long-term as of March 31, 2015.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.

Forward-looking Statements

Unless the context indicates otherwise, references in this Quarterly Report on Form 10-Q to “ExamWorks,” “the Company,” “we,” “our,” and “us” mean ExamWorks Group, Inc. and its consolidated subsidiaries.

The following discussion and analysis of our financial condition and results of operations should be read together with our consolidated financial statements and the related notes and the other financial information appearing elsewhere in this Quarterly Report on Form 10-Q. This Quarterly Report on Form 10-Q contains forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, that involve risks and uncertainties. Forward-looking statements convey current expectations or forecasts of future events for ExamWorks. All statements contained in this report other than statements of historical fact, including statements regarding our future results of operations and financial position, business strategy and plans, and our objectives for future operations, are forward-looking. You can identify forward-looking statements by terminology such as “project,” “believe,” “anticipate,” “plan,” “expect,” “estimate,” “intend,” “should,” “would,” “could,” “will,” “can,” “continue,” or “may,” or the negative of these terms or other similar expressions that convey uncertainty of future events or outcomes. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results and the timing of certain events to differ materially from future results expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed in the section titled “Risk Factors,” set forth in Part II, Item 1A. of this Quarterly Report on Form 10-Q and elsewhere in this report, and in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. The forward-looking statements in this Quarterly Report on Form 10-Q represent our views as of the date of this report. Subsequent events and developments may cause our views to change. While we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this report.

Our Business

We are a leading provider of independent medical examinations (“IMEs”), peer and bill reviews, Medicare compliance services, case management services and other related services, which include legal support services, administrative support services and medical record retrieval services. We were incorporated as a Delaware corporation on April 27, 2007. From July 14, 2008 through the date of this filing, we have acquired 51 IME services businesses, including a leading provider of software solutions to the IME industry. We currently operate out of 66 service centers servicing all 50 U.S. states, Canada, the United Kingdom and Australia. We conduct our business through four geographic segments: the United States, Canada, the United Kingdom and Australia.

We provide our services to property and casualty insurance carriers, law firms, third-party claim administrators, government agencies, and state funds that use independent services to confirm the veracity of claims by sick or injured individuals and to facilitate the delivery and quality of cost-effective care for workers’ compensation, automotive, personal injury liability and disability insurance coverage. We help our clients manage costs and enhance their risk management processes by verifying the validity, nature, cause and extent of claims, identifying fraud and providing fast, efficient and quality IME services.

We provide our clients with the local presence, expertise and broad geographic coverage they increasingly require. Our size and geographic reach give our clients access to our medical panel of credentialed physicians and other medical providers and our proprietary information technology infrastructure that has been specifically designed to streamline the complex process of coordinating referrals, scheduling appointments, complying with regulations and client reporting. Our primary service is to provide IMEs that give our clients authoritative and accurate answers to questions regarding the nature and permanency of medical conditions or personal injury, their cause and appropriate treatment. Additionally, we provide peer and bill reviews, which consist of medical opinions by members of our medical panel without conducting physical exams, and the review of physician and hospital bills to examine medical care rendered and its conformity to accepted standards of care. Prior to our acquisition of MES Group, Inc. (“MES”) in February 2011, we marketed our services primarily under the ExamWorks brand.  Initially with the MES acquisition and subsequently with the Premex Group Limited (“Premex”) and MedHealth Holdings Pty. Limited (“MedHealth”) acquisitions, we began to market our services under several brands, including but not limited to, ExamWorks, MES, Premex and MedHealth. Further, with the acquisition of Gould & Lamb in February 2014 and Ability Services Network and MedAllocators in June 2014, we expanded our presence in Medicare compliance services, including Medicare set-aside and reporting services, that help mitigate costs and promote compliance, and case management services, which include managing the medical and vocational cases of injured workers to facilitate timely recovery and/or return to work. These services are marketed under ExamWorks Clinical Solutions.

Significant Recent Developments

5.625% Senior Notes due 2023

On April 16, 2015, we closed a public offering of $500.0 million in aggregate principal amount of 5.625% senior notes due 2023 (the “Notes”). The Notes were issued at a price of 100% of their principal amount. The Notes are senior obligations of ExamWorks and are guaranteed by certain of ExamWorks’ existing and future U.S. subsidiaries. A portion of the gross proceeds of $500.0 million were or will be used to repay all outstanding borrowings under our Senior Secured Revolving Credit Facility (as defined below under Liquidity and Capital Resources – Credit Facilities), to redeem all of our Senior Unsecured Notes (as defined below under Liquidity and Capital Resources – Senior Unsecured Notes), to pay related fees and expenses, and for general corporate purposes, including acquisitions.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Amended and Restated Senior Secured Revolving Credit Facility

Concurrently with the issuance of the Notes, on April 16, 2015, we amended and restated the terms of our Senior Secured Revolving Credit Facility (as defined below) in connection with the offering of the Notes pursuant to an amended and restated credit agreement dated April 16, 2015 (the “Amended and Restated Credit Facility”). The Amended and Restated Credit Facility provides for up to $300.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit). During the term of the Amended and Restated Credit Facility, the Company has the right, subject to compliance with the covenants specified in the Amended and Restated Credit Facility and the Notes, to increase the revolving extensions under the Amended and Restated Credit Facility to a maximum of $400.0 million. The term of the Senior Secured Revolving Credit Facility was extended for five years from the date of the amendment to April 2020.

Working Capital Facilities

On April 16, 2015, we amended both the working capital facility provided to UK Independent Medical Services Limited (“UKIM”) by Barclays Bank PLC and the working capital facility provided to Premex by Barclays Bank PLC to, among other things, extend the term by a period of 36 months to April 2018.

Acquisitions

Akey feature of our strategy is to grow our business organically by selling additional services to existing clients, cross-selling into additional insurance lines of business and expanding our geographic footprint with existing clients. Because we operate in a highly fragmented industry, and have completed numerous acquisitions, another component of our business strategy has historically been and continues to be growth through acquisitions that expand our geographic coverage, provide new or complementary lines of business, expand our portfolio of services, and increase our market share. For example, our acquisition of MedHealth in August 2012 enabled us to enter the Australian market and expand our range of clients and services, and increase our international market presence. Similarly, our acquisitions of Gould & Lamb in February 2014 and Ability Services Network and MedAllocators in June 2014 enabled us to expand our presence in the Medicare compliance services and case management services markets and offer a wider range of services to new and existing clients. To date, we have completed 51 acquisitions and below we include the acquisitions completed in 2014 and 2015:

Acquisition Date	Name
April 14, 2015	•	Landmark Exams & Maven Exams
January 2, 2015	•	ReliableRS
August 22, 2014	•	Expert Medical Opinions
June 6, 2014	•	Ability Services Network and MedAllocators
May 30, 2014	•	Solomon Associates
February 14, 2014	•	Assess Medical
February 3, 2014	•	Gould & Lamb
January 16, 2014	•	Newton Medical Group
January 13, 2014	•	Cheselden

Sources of Revenues and Expenses

Revenues

We derive revenue primarily from fees charged for independent medical examinations, peer and bill reviews, Medicare compliance services, case management services and other related services, which include litigation support services, administrative support services and medical record retrieval services. Revenues are recognized at the time services have been performed and, if applicable, at the time the report is shipped to the end user. We expect revenue to continue to increase through acquisition and organic growth.  Our revenue is derived from services performed in different geographic areas.

Certain agreements with customers in the U.K. include provisions whereby collection of the amounts billed are contingent on the favorable outcome of the claim.  We have deemed these provisions to preclude revenue recognition at the time of performance, as collectability is not reasonably assured and the cash payments are contingent, and are deferring these revenues, net of estimated costs, until the case has been settled and the contingency has been resolved and the cash has been collected.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Costs of revenues

Costs of revenues are comprised of fees paid to members of our medical panel; other direct costs including transcription, film and medical record obtainment and transportation; and other indirect costs including labor and overhead related to the generation of revenue. We expect these operationally driven costs to increase to support future revenue growth and as we continue to grow through acquisitions.

Selling, general and administrative expenses

Selling, general and administrative (“SGA”) expenses consist primarily of expenses for administrative, human resource related, corporate information technology support, legal (primarily from transaction costs related to acquisitions), finance and accounting personnel, professional fees (primarily from transaction costs related to acquisitions), insurance and other corporate expenses. We expect that SGA expenses will increase as we continue to add personnel to support the growth of our business and pursue acquisition growth. In addition, we may incur additional personnel expenses, professional service fees, including audit and legal, investor relations, costs of compliance with securities laws and regulations, and higher director and officer insurance costs related to operating as a public company. As a result, we expect that our SGA expenses will continue to increase in the future but decrease as a percentage of revenue over time as our revenue increases.

Depreciation and amortization

Depreciation and amortization (“D&A”) expense consists primarily of amortization of our finite lived intangible assets obtained through acquisitions completed to date and, to a lesser extent, depreciation of property, equipment and leasehold improvements. We expect that depreciation and amortization expense will decrease as a percentage of revenues as our finite lived intangible assets become fully amortized.

Results of Operations

The following table sets forth our consolidated statements of operations data for each of the periods indicated (in thousands, except per share data): 

	For the three months ended March 31,
	2014			2015
Revenues	$	173,028		$	196,316
Costs and expenses:
Costs of revenues		111,035			128,176
Selling, general and administrative expenses		40,528			42,152
Depreciation and amortization		14,342			14,848
Total costs and expenses		165,905			185,176
Income from operations		7,123			11,140
Interest and other expenses, net		7,577			8,004
Income (loss) before income taxes		(454	)		3,136
Provision (benefit) for income taxes		(165	)		1,112
Net income (loss)	$	(289	)	$	2,024
Per share data
Net income (loss) per share:
Basic	$	(0.01	)	$	0.05
Diluted	$	(0.01	)	$	0.05
Weighted average number of common shares outstanding:
Basic		37,089			40,418
Diluted		37,089			42,680
Other Financial Data:
Adjusted EBITDA(1)	$	28,010		$	31,952

(1) Adjusted EBITDA is a non-GAAP measure that is described and reconciled to net income (loss) in the next section and is not a substitute for the GAAP equivalent.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Adjusted EBITDA

In connection with the ongoing operation of our business, our management regularly reviews Adjusted EBITDA, a non-GAAP financial measure, to assess our performance. We define Adjusted EBITDA as earnings before interest, taxes, depreciation, amortization, acquisition-related transaction costs, share-based compensation expenses, and other expenses. We believe that Adjusted EBITDA is an important measure of our operating performance because it allows management, lenders, investors and analysts to evaluate and assess our core operating results from period to period after removing the impact of changes to our capitalization structure, acquisition related costs, income tax status, and other items of a non-operational nature that affect comparability.

We believe that various forms of the Adjusted EBITDA metric are often used by analysts, investors and other interested parties to evaluate companies such as ours for the reasons discussed above. Additionally, Adjusted EBITDA is used to measure certain financial covenants in our credit facility. Adjusted EBITDA is also used for planning purposes and in presentations to our Board of Directors as well as in our incentive compensation programs for our employees.

Non-GAAP information should not be construed as an alternative to GAAP information, as the items excluded from the non-GAAP measures often have a material impact on our financial results. Management uses, and investors should use, non-GAAP measures in conjunction with our GAAP results.

The following table presents a reconciliation to Adjusted EBITDA from net income (loss), the most comparable GAAP measure, for each of the periods indicated (in thousands):  

	For the three months ended March 31,
	2014			2015
Reconciliation to Adjusted EBITDA:
Net income (loss)	$	(289	)	$	2,024
Share-based compensation expense (1)		5,353			6,136
Depreciation and amortization		14,342			14,848
Acquisition-related transaction costs		1,192			(382	)
Other expenses (2)		—			210
Interest and other expenses, net		7,577			8,004
Provisions (benefit) for income taxes		(165	)		1,112
Adjusted EBITDA	$	28,010		$	31,952

(1) Share-based compensation expense of $694,000 and $469,000 is included in costs of revenues for the three months ended March 31, 2014 and 2015, respectively, and the remainder is included in SGA expenses.

(2)  Other expenses consist principally of integration related expenses, such as facility termination, severance and relocation costs, associated with our acquisition strategy.

Comparison of the Three Months Ended March 31, 2015 and 2014

As stated previously, our revenues consist primarily of fees charged for IME services performed. What we are able to charge per IME service performed depends on many factors relating to the type of IME services that our clients request. Those factors include, among others, (1) the line of business (e.g., worker’s compensation, automotive or liability claim), (2) product group (e.g., IME or peer review), (3) the geographic location of the claimant and (4) the medical panel provider we are able to use and his or her specialty. These factors impact the revenue generated by each IME service request differently and are largely out of our control.  As a result, our management team focuses its efforts on increasing the volume of IME service requests received and completed and not necessarily their type. Changes in revenue that we cannot attribute to increases or decreases in volume we attribute to changes in sales mix. Our largest cost is payments made to members of our medical panel. For the majority of our revenues, these costs are variable, as most of the medical panel members are independent contractors, allowing us to maintain and manage our costs of revenues more effectively.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Revenues. Revenues were $196.3 million for the three months ended March 31, 2015 compared to $173.0 million for the three months ended March 31, 2014, an increase of $23.3 million, or 13%. Of the increase in revenues compared to 2014, $11.4 million, or 6%, was attributable to acquisitions completed in 2014 and 2015 and $11.9 million, or 7%, was due to growth in our existing businesses.

● U.S. segment revenues were $121.7 million for the three months ended March 31, 2015 compared to $106.0 million for the three months ended March 31, 2014, an increase of $15.7 million, or 15%. Of the increase in U.S. revenues compared to 2014, $9.8 million, or 9%, was attributable to acquisitions completed in 2014 and 2015 and $5.9 million, or 6%, was due to growth in our existing businesses, of which approximately 55% related to increases in our IME and related services product group. The growth in the existing businesses was due to an approximate 6% increase in service volumes, offset by a slight unfavorable change in sales mix.

● Canada segment revenues were $8.0 million for the three months ended March 31, 2015 compared to $7.5 million for the three months ended March 31, 2014, an increase of $443,000, or 6%. Excluding the impact of currency, the existing Canada businesses grew 19%. The constant currency growth in Canada revenues compared to 2014 was equally attributable to increased IME service volumes and a favorable change in sales mix.

● U.K. segment revenues were $47.4 million for the three months ended March 31, 2015 compared to $42.1 million for the three months ended March 31, 2014, an increase of $5.3 million, or 13%. Excluding the impact of currency, the existing U.K. businesses grew 23%. The constant currency growth in the existing businesses was due to increased IME service volumes.

● Australia segment revenues were $19.2 million for the three months ended March 31, 2015 compared to $17.4 million for the three months ended March 31, 2014, an increase of $1.8 million, or 10%. Of the increase in Australia revenues compared to 2014, $1.6 million, or 9%, was attributable to an acquisition completed in 2014 and $216,000, or 1%, was due to growth in our existing business. Excluding the impact of currency, the existing Australian businesses grew 14%. The constant currency growth in the existing business was primarily due to increased IME service volumes, and to a lesser extent, a favorable change in sales mix.

Costs of revenues. Costs of revenues were $128.2 million for the three months ended March 31, 2015 compared to $111.0 million for the three months ended March 31, 2014, an increase of $17.2 million, or 15%. Of the increase in costs of revenues compared to 2014, $9.3 million, or 8%, was attributable to acquisitions completed in 2014 and 2015 and $7.9 million, or 7%, was related to our existing businesses primarily attributable to increased fees paid to members of our medical panel and, to a lesser extent, an increase in other direct costs. Costs of revenues as a percentage of revenues was 65.3% for the three months ended March 31, 2015, a 1.1% increase from the 64.2% for the three months ended March 31, 2014. The increase was due to a change in sales mix and the legislative impact on our U.K. business.

Selling, general and administrative. SGA expenses were $42.2 million for the three months ended March 31, 2015 compared to $40.5 million for the three months ended March 31, 2014, an increase of $1.7 million, or 4%. Of the increase in SGA expenses compared to 2014, $3.0 million, or 7%, was attributable to acquisitions completed in 2014 and 2015, offset by a decline of $1.4 million, or (3%), related to our existing businesses primarily attributable to $1.7 million in reduced acquisition related transaction costs.

Depreciation and amortization. D&A expenses were $14.8 million for the three months ended March 31, 2015 compared to $14.3 million for the three months ended March 31, 2014, an increase of $506,000, or 4%. Of the increase in D&A expenses compared to 2014, $2.7 million, or 19%, was attributable to acquisitions completed in 2014 and 2015, offset by a decrease in our existing businesses as historic finite-lived intangible and tangible assets became fully amortized.

Interest and other expenses, net. Interest and other expenses, net, were $8.0 million for the three months ended March 31, 2015 compared to $7.6 million for the three months ended March 31, 2014, an increase of $427,000. Interest and other expenses, net, increased primarily due to increased interest expenses related to additional borrowings on our Senior Secured Revolving Credit Facility to fund acquisitions.

Provision (benefit) for Income Taxes. Provision for income taxes was $1.1 million for the three months ended March 31, 2015 compared to a benefit for income taxes of $165,000 for the three months ended March 31, 2014, a decreased benefit of $1.3 million, or 774%. Our effective income tax rate was 35.5% and 36.3% for the three months ended March 31, 2015 and 2014, respectively. The tax rates in the 2015 and 2014 periods were impacted primarily by elections made for certain foreign acquisitions, foreign rate differentials and non-deductible items.

Net income (loss). For the foregoing reasons, net income was $2.0 million for the three months ended March 31, 2015 compared to a net loss of $289,000 for the three months ended March 31, 2014.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Adjusted EBITDA. Adjusted EBITDA was $32.0 million for the three months ended March 31, 2015 compared to $28.0 million for the three months ended March 31, 2014, an increase of $4.0 million, or 14%. The increase in Adjusted EBITDA was primarily due to the 13% increase in revenues and the positive operating leverage resulting from this increased revenue. Adjusted EBITDA is also described as Segment Profit elsewhere in this Report (See Note 13 within Notes to Consolidated Financial Statements).

● U.S. segment Adjusted EBITDA was $19.5 million for the three months ended March 31, 2015 compared to $16.0 million for the three months ended March 31, 2014, an increase of $3.5 million, or 22%. The increase in Adjusted EBITDA was due to the 15% increase in U.S. segment revenues and a 13% increase in costs of revenues and SGA expenses primarily due to increased fees paid to members of our medical panel as these costs are variable in nature and increased personnel expense to support the growth in our business, excluding share-based compensation.

● Canada segment Adjusted EBITDA was $634,000 for the three months ended March 31, 2015 compared to $1.1 million for the three months ended March 31, 2014, a decrease of $464,000, or 42%. The decrease in Adjusted EBITDA was due to the 6% increase in Canada segment revenues, offset by a 14% increase in costs of revenues and SGA expenses primarily due to increased fees paid to members of our medical panel as these costs are variable in nature.

● U.K. segment Adjusted EBITDA was $7.7 million for the three months ended March 31, 2015 compared to $7.1 million for the three months ended March 31, 2014, an increase of $618,000, or 9%. The increase in Adjusted EBITDA was due to the 13% increase in U.K. segment revenues, offset by a 14% increase in costs of revenues and SGA expenses primarily due to increased fees paid to members of our medical panel as these costs are variable in nature and increased personnel expense to support the growth in our business. Adjusted EBITDA was also negatively impacted by a legislative change in the U.K., which impacted revenues and we are in the process of working through SGA reductions to offset this lost revenue.

● Australia segment Adjusted EBITDA was $4.1 million for the three months ended March 31, 2015 compared to $3.9 million for the three months ended March 31, 2014, an increase of $220,000, or 6%. The increase in Adjusted EBITDA was due to the 10% increase in Australia segment revenues, offset by a 12% increase in costs of revenues and SGA expenses primarily due to increased fees paid to members of our medical panel as these costs are variable in nature.

Liquidity and Capital Resources

Our principal capital requirements are to fund operations and acquisitions. We fund our capital needs from cash flow generated from operations and borrowings under our Amended and Restated Credit Facility and working capital facilities. We have also funded our acquisition program with equity issuances to sellers. We expect that cash and cash equivalents, availability under our existing credit and working capital facilities, as amended and restated, and cash flow from operations will be sufficient to support our operations, planned capital expenditures and acquisitions for at least the next 12 months. See Significant Recent Developments for further discussion of the Notes, our Amended and Restated Credit Facility and the extension of our working capital facilities.

Although we believe that our current cash and cash equivalents following the issuance of the Notes, funds available under our Amended and Restated Credit Facility and working capital facilities will be sufficient to meet our working capital and acquisition plans for at least the next 12 months, we may need to raise additional funds through the issuance of equity or convertible debt securities or increase borrowings to fund acquisitions. If we raise additional funds through the issuance of equity or convertible debt securities, the percentage ownership of our existing stockholders will be reduced and these securities might have rights, preferences and privileges senior to those of our current stockholders. Additional financing may not be available or, if available, such financing may not be obtained on terms favorable to our stockholders and us.

Information related to our credit facilities, Senior Unsecured Notes and cash flows as of March 31, 2015 follows below.

Credit Facilities

Credit Facility

In November 2010, in conjunction with the IPO, we repaid $102.4 million of outstanding debt and terminated a credit facility.  This facility was replaced with a new senior secured revolving credit facility with Bank of America, N.A., as administrative agent and the other lenders party thereto (the “Senior Secured Revolving Credit Facility”), which following the exercises of the accordion feature in February 2011 and, subsequently in May 2011, and as amended, provides for borrowings of up to $262.5 million. Up to $15.0 million of the Senior Secured Revolving Credit Facility may be in the form of letters of credit, and up to $15.0 million may be in the form of swingline loans. Loans under the Senior Secured Revolving Credit Facility, which terminates in July 2016, were used to fund our acquisition program (plans) and for general corporate purposes, including permitted acquisitions.

On May 6, 2011, we increased and fully exercised the accordion features of the Senior Secured Revolving Credit Facility.  The increase and exercise of the accordion feature increased the committed capacity of the credit facility by $55.0 million, from a total of $245.0 million to a total of $300.0 million.  Concurrently with the foregoing, we amended the Senior Secured Revolving Credit Facility to, among other things, (i) permit its maximum senior leverage ratio to temporarily increase from 3.0 to 1 to 3.50 to 1 for the quarters ending June 30 and September 30, 2011 and 3.25 to 1 for the quarter ending December 31, 2011 and 3.0 to 1 thereafter;  and (ii) permit the netting of unrestricted domestic cash in excess of $2.5 million but not exceeding $12.5 million against funded indebtedness for purposes of calculating leverage ratios. 

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

On July 7, 2011, we entered into a second amendment to our Senior Secured Revolving Credit Facility (the “Second Amendment”), which became effective simultaneously with the consummation of our private offering of $250.0 million aggregate principal senior notes. The Second Amendment amended the Senior Secured Revolving Credit Facility to, among other things, (i) extend the maturity date of the Senior Secured Revolving Credit Facility from November 2013 to July 2016; (ii) permit the issuance and sale of the Senior Unsecured Notes; (iii) replace the consolidated senior leverage ratio with a consolidated senior secured leverage ratio while permitting the maximum consolidated senior secured leverage ratio to be 3.00 to 1; (iv) permit our maximum consolidated leverage ratio to increase from 3.5 to 1 to 4.75 to 1; (v) reduce the borrowing cost; and (vi) allow us to complete acquisitions with a purchase price of up to $75.0 million (previously $50.0 million) without prior lender consent. The Second Amendment also reduced the aggregate revolving commitments under the Senior Secured Revolving Credit Facility by $37.5 million for a maximum commitment of $262.5 million, subject to our right to increase the aggregate revolving commitments by $37.5 million for a maximum commitment of $300.0 million, so long as we are not in default and we satisfy certain other customary conditions.

On February 27, 2012, we entered into a third amendment to our Senior Secured Revolving Credit Facility (the “Third Amendment”). The Third Amendment amended the Senior Secured Revolving Credit Facility as to the definitions of consolidated fixed charges and consolidated fixed charge coverage ratio and does not permit the consolidated fixed charge coverage ratio as of the end of any fiscal quarter to be less than (i) for an fiscal quarter ending during the period from December 31, 2011 to and including September 30, 2012, 1.75 to 1.00 and (ii) for an fiscal quarter ending thereafter, 2.00 to 1.00.

On August 27, 2012, we entered into a fourth amendment to our Senior Secured Revolving Credit Facility (the “Fourth Amendment”). The Fourth Amendment amended the Senior Secured Revolving Credit Facility to add the Australian dollar as an alternative currency and increased the alternative currency sublimit from USD $60.0 million to USD $100.0 million.

On June 27, 2013, we entered into a fifth amendment to our Senior Secured Revolving Credit Facility (the “Fifth Amendment”). Among other changes, the Fifth Amendment modifies the Credit Agreement to permit an implementation of an auto-borrow agreement between the swing line lender and us to facilitate cash management, incorporates new provisions related to swap regulations and updates various provisions related to the LIBOR rate, Foreign Account Tax Compliance Act and the International Financial Reporting Standards.

On February 3, 2014, we entered into a sixth amendment to our Senior Secured Revolving Credit Facility (the “Sixth Amendment”). The Sixth Amendment (i) allowed us to consummate the acquisition of Gould & Lamb, and (ii) allows us to acquire a target (a) with negative trailing twelve month adjusted EBITDA (as defined in the Senior Secured Revolving Credit Facility) if the purchase price of such acquisition is less than $5.0 million, (b) with trailing twelve month adjusted EBITDA (as defined in the Senior Secured Revolving Credit Facility) of less than or equal to $3.0 million without delivering to the lenders a quality of earnings report regarding such target and (c) without delivering pro forma projections to our lenders if the purchase price of such acquisition is less than $75.0 million, in each case, without prior lender consent. We financed the $75.0 million purchase price for the Gould & Lamb acquisition in February 2014 with proceeds from the Senior Secured Revolving Credit Facility.

Our obligations under the Senior Secured Revolving Credit Facility are guaranteed by each of our existing and future direct and indirect domestic subsidiaries, and such obligations are secured by substantially all of the assets of us and our domestic subsidiaries; however, in the case of our foreign subsidiaries, no more than 65% of the capital stock of first-tier subsidiaries shall be pledged, and no assets will be encumbered by liens in favor of our lenders.

Borrowings under the Senior Secured Revolving Credit Facility, as amended, bear interest, at either (i) LIBOR plus the applicable margin or (ii) a base rate (equal to the highest of (a) the federal funds rate plus 0.5%, (b) the Bank of America prime rate and (c) LIBOR (using a one-month period) plus 1.0%), plus the applicable margin, as we elect. The applicable margin means a percentage per annum determined in accordance with the following table:

Pricing Tier		Consolidated Senior Secured Leverage Ratio	Commitment Fee/Unused Line Fee			Letter of Credit Fee			Eurocurrency Rate Loans			Base Rate Loans
	1	≥ 2.50 to 1.0		0.50	%		3.75	%		3.75	%		2.75	%
	2	≥ 2.00 to 1.0 but < 2.50 to 1.0		0.45	%		3.50	%		3.50	%		2.50	%
	3	≥ 1.50 to 1.0 but < 2.00 to 1.0		0.40	%		3.25	%		3.25	%		2.25	%
	4	≥ 1.00 to 1.0 but < 1.50 to 1.0		0.35	%		3.00	%		3.00	%		2.00	%
	5	< 1.00 to 1.0		0.30	%		2.75	%		2.75	%		1.75	%

In the event of default, the outstanding indebtedness under the Senior Secured Revolving Credit Facility will bear interest at an additional 2.0%.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

The Senior Secured Revolving Credit Facility contains restrictive covenants, including among other things financial covenants requiring us to not exceed a maximum consolidated senior secured leverage coverage ratio, a maximum total consolidated leverage ratio and to maintain a minimum consolidated fixed charge coverage ratio. The Senior Secured Revolving Credit Facility also restricts our ability (subject to certain exceptions) to incur indebtedness, prepay or amend other indebtedness, create liens, make certain fundamental changes including mergers or dissolutions, pay dividends and make other payments in respect of capital stock, make certain investments, sell assets, change our lines of business, enter into transactions with affiliates and other corporate actions.  As of March 31, 2015, the Company was in compliance with the financial covenants in the Senior Secured Revolving Credit Facility.

The Senior Secured Revolving Credit Facility also includes events of default typical of these types of credit facilities and transactions, including, but not limited to, the nonpayment of principal, interest, fees or other amounts owing under the new Senior Secured Revolving Credit Facility, the violation of covenants, the inaccuracy of representations and warranties, cross defaults, insolvency, certain ERISA events, material judgments and change of control. The occurrence of an event of default could result in the lenders not being required to lend any additional amounts and the acceleration of obligations under the new senior secured revolving credit facility, causing such obligations to be due and payable immediately, which could materially and adversely affect us.

As of March 31, 2015, we had $140.0 million outstanding under the Senior Secured Revolving Credit Facility, bearing interest at a rate of LIBOR plus 3.00%, resulting in $122.5 million of undrawn commitments.

Working Capital Facilities

On September 29, 2010, our indirect 100% owned subsidiary UKIM entered into a Sales Finance Agreement (the “UKIM SFA”) with Barclays Bank PLC (“Barclays”), pursuant to which Barclays provides UKIM a working capital facility of up to £5,000,000, subject to the terms and conditions of the UKIM SFA. The working capital facility bore a discount margin of 2.5% over Base Rate and served to finance UKIM’s unpaid account receivables.  The working capital facility had a minimum term of 36 months.

On June 28, 2013, UKIM entered into an amendment to extend the term of the existing UKIM SFA by 24 months from June 28, 2013, to amend the discount margin to 2.4% over Base Rate (0.5% rate on March 31, 2015) and to provide that payments by UKIM for certain non-working capital purposes are permitted under the UKIM SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, UKIM had $6.2 million outstanding under the working capital facility, resulting in approximately $1.2 million in availability.

On May 12, 2011, our indirect 100% owned subsidiary Premex entered into a Sales Finance Agreement (the “Premex SFA”) with Barclays, pursuant to which Barclays provides Premex a working capital facility of up to £26,500,000, subject to the terms and conditions of the Premex SFA. The working capital facility bears a discount margin of 2.4% over Base Rate (0.5% rate on March 31, 2015) and serves to finance Premex’s unpaid account receivables.  The working capital facility had a minimum term of 36 months.

On June 28, 2013, Premex entered into an amendment to extend the term of the existing Premex SFA by 24 months from June 28, 2013, and to provide that payments by Premex for certain non-working capital purposes are permitted under the Premex SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, Premex had $32.2 million outstanding under the working capital facility, resulting in approximately $7.1 million in availability.

Senior Unsecured Notes

On July 19, 2011, we closed a private offering of $250.0 million in aggregate principal amount of 9.0% senior notes due 2019 (the “Initial Notes”). The Initial Notes were issued at a price of 100% of their principal amount. A portion of the gross proceeds of $250.0 million were used to repay borrowings outstanding under our Senior Secured Revolving Credit Facility and pay related fees and expenses, and the remainder was used for general corporate purposes, including acquisitions. In June 2012, in accordance with the registration rights granted to the original purchasers of the Initial Notes, we completed an exchange offer of the privately placed Initial Notes for new 9.0% Senior Notes due 2019 (the “Exchange Notes,” and together with the Initial Notes, the “Senior Unsecured Notes”) registered with the SEC with substantially identical terms to the Initial Notes. The Senior Unsecured Notes are senior obligations of ExamWorks and are guaranteed by ExamWorks’ existing and future U.S. subsidiaries (the “Guarantors”).

The Senior Unsecured Notes were issued under an Indenture, dated as of July 19, 2011 (the “Indenture”), among the Company, the Guarantors and U.S. Bank, National Association, as trustee (the “Trustee”).  The Senior Unsecured Notes are our general senior unsecured obligations, and rank equally with our existing and future senior unsecured obligations and senior to all of our further subordinated indebtedness. The Senior Unsecured Notes accrue interest at a rate of 9.0% per year, payable semi-annually in cash in arrears on January 15 and July 15 of each year, commencing January 15, 2012.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

At any time on or after July 15, 2015, we may redeem some or all of the Senior Unsecured Notes at the redemption prices stated in the Indenture, plus accrued and unpaid interest to the date of redemption. Prior to July 15, 2014, we may redeem up to 35% of the aggregate principal amount of the Senior Unsecured Notes with net cash proceeds from certain equity offerings at a redemption price equal to 109% of the aggregate principal amount of the Senior Unsecured Notes, plus accrued and unpaid interest, if any, provided that at least 65% of the original aggregate principal amount of the Senior Unsecured Notes remains outstanding after redemption. Further, we may redeem some or all of the of the Senior Unsecured Notes at any time prior to July 15, 2015 at a redemption price equal to 100% of the principal amount of the Senior Unsecured Notes plus a make whole premium described in the Indenture, plus accrued and unpaid interest.

The Indenture includes covenants which, subject to certain exceptions, limit the ability of the Company and its restricted subsidiaries (as defined in the Indenture) to, among other things, incur additional indebtedness, make certain types of restricted payments, incur liens on assets of the Company or the restricted subsidiaries, engage in asset sales and enter into transactions with affiliates. Upon a change of control (as defined in the Indenture), we may be required to make an offer to repurchase the Senior Unsecured Notes at 101% of their principal amount, plus accrued and unpaid interest. The Indenture also contains customary events of default.

Cash Flow Summary

Cash and cash equivalents were $20.3 million at March 31, 2015 as compared with $8.5 million at March 31, 2014.

Our cash flows from operating, investing and financing activities, as reported in our Consolidated Financial Statements included elsewhere in this report, are summarized as follows (in thousands): 

	For the three months ended March 31,
	2014			2015
Net cash provided by operating activities	$	3,205		$	6,164
Net cash used in investing activities		(103,202	)		(1,057	)
Net cash provided by financing activities		95,404			5,933
Exchange rate impact on cash and cash equivalents		268			(509	)
Net increase (decrease) in cash and cash equivalents	$	(4,325	)	$	10,531

Operating Activities. Net cash provided by operating activities was $6.2 million for the three months ended March 31, 2015 compared with net cash provided by operating activities of $3.2 million for the three months ended March 31, 2014. Net cash provided by operating activities for 2015 consisted of net non-cash charges of $19.8 million (principally including $14.8 million in depreciation and amortization and $6.1 million in share-based compensation, offset by the excess tax benefit related to share-based compensation of $2.1 million) and our net income of $2.0 million, offset by a net increase in working capital of approximately $15.6 million. The 2015 increase in working capital primarily consisted of increases in accounts receivable in our U.K. business and decreased accrued interest expense, offset by increased accounts payable and accrued expenses. 

Net cash provided by operating activities for 2014 consisted of net non-cash charges of $13.2 million (principally including $14.3 million in depreciation and amortization and $5.4 million in share-based compensation, offset by the excess tax benefit related to share-based compensation of $6.2 million) offset by our net loss of $289,000 and a net increase in working capital of approximately $9.7 million. The 2014 increase in working capital primarily consisted of increases in accounts receivable in our U.K. business, increased prepaid expenses and other current assets and decreased accrued interest expense offset by increased accounts payable and accrued expenses and deferred revenues and customer deposits. 

Investing Activities. Net cash used in investing activities was $1.1 million for the three months ended March 31, 2015 as compared to net cash used in investing activities of $103.2 million for the three months ended March 31, 2014.  The 2015 use of cash was primarily attributable to decreased payments associated with acquisitions as compared to the comparable prior year period and purchases of fixed assets, offset by $4.8 million in proceeds related to our foreign currency net investment hedges.

Net cash used in investing activities for 2014 was primarily attributable to increased payments associated with acquisitions and related settlement activity and cash payments related to our foreign currency net investment hedges, offset by decreased purchases of fixed assets as compared to the comparable prior year period.

Financing Activities. Net cash provided by financing activities was $5.9 million for the three months ended March 31, 2015 as compared to net cash provided by financing activities of $95.4 million for the three months ended March 31, 2014.  The 2015 cash provided was primarily attributable to the proceeds from the exercise of options and warrants of $8.9 million and the excess tax benefit related to share-based compensation of $2.1 million, offset by net repayments under our Senior Secured Revolving Credit Facility of $3.9 million.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Net cash provided by financing activities for 2014 was primarily attributable to net borrowings under our Senior Secured Revolving Credit Facility of $71.0 million, the proceeds from the exercise of options and warrants of $14.6 million, excess tax benefit related to share-based compensation of $6.2 million and net borrowings under our U.K. facilities of $4.1 million.

Contingencies

We record contingent liabilities resulting from asserted and unasserted claims against us when it is probable that a liability has been incurred and the amount of the loss is reasonably estimable. We disclose contingent liabilities when there is a reasonable possibility that the ultimate loss will exceed the recorded liability. Estimating probable losses requires analysis of multiple factors, in some cases including judgments about the potential actions of third-party claimants and courts. Therefore, actual losses in any future period are inherently uncertain. We currently are not involved in any material legal proceedings. It is possible, however, that future results of operations for any particular quarterly or annual period could be materially affected by changes in our assumptions or the effectiveness of our strategies related to any future proceedings. Contingent liabilities are described in Note 9 to the consolidated financial statements included elsewhere in this report.

Contractual Obligations and Commitments 

Our contractual cash payment obligations as of March 31, 2015 are set forth below (in thousands) (1):

					Payments due by year ending December 31,
	Total		Period from April 1, 2015 to December 31, 2015		2016		2017		2018		2019		Thereafter
Amounts outstanding under senior unsecured notes payable	$	250,000	$	—	$	—	$	—	$	—	$	250,000	$	—
Amounts outstanding under senior secured revolving credit facility		140,000		—		140,000		—		—		—		—
Operating leases		49,360		9,835		11,335		9,747		7,977		5,423		5,043
Amounts outstanding under working capital facilities		38,447		38,447		—		—		—		—		—
Totals	$	477,807	$	48,282	$	151,335	$	9,747	$	7,977	$	255,423	$	5,043

(1)     See also Significant Recent Developments for further discussion of the Notes, our Amended and Restated Credit Facility and the extension of our working capital facilities. 

As of March 31, 2015, we leased our office spaces for our corporate locations in Atlanta, Georgia and New York, New York and also for our 65 service centers in various cities under non-cancelable lease agreements. We own an office facility in Sarasota, Florida.

We have certain contractual obligations including various debt agreements with requirements to make interest payments. Amounts outstanding under the Senior Unsecured Notes are subject to a fixed interest rate of 9.0% and interest is expected to be $22.5 million annually with semi-annual payments that began in January 2012 and end in July 2019.  Additionally, certain amounts are subject to the level of borrowings in future periods and the interest rate for the applicable periods, and therefore the amounts of these payments are not determinable. Based upon amounts outstanding at March 31, 2015 and applicable interest rates currently ranging between 2.9% and 3.18%, interest amounts are expected to be approximately $3.6 million for the nine months ended December 31, 2015 and approximately $2.2 million for the year ended December 31, 2016.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Off-Balance Sheet Arrangements

We engage in no activities, obligations or exposures associated with off-balance sheet arrangements.

Critical Accounting Policies and Estimates

Overview and Definitions

We have identified the policies below as critical to our business operations and understanding of our results of operations. The impact and any associated risks related to these policies on our business operations are discussed throughout this management’s discussion and analysis of financial condition and results of operations where such policies affect our reported and expected financial results. Our consolidated financial statements, which have been prepared in accordance with U.S. generally accepted accounting principles, require us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenue and expenses, cash flow and related disclosure of contingent assets and liabilities. Our estimates include those related to accounts receivable reserves, goodwill and other intangible assets, share-based compensation other equity instruments, income and other taxes, derivative instruments and contingent obligations. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ from these estimates, and the impact of changes in key assumptions may not be linear. Our management has reviewed the application of these policies with the audit committee of our Board of Directors. For a detailed discussion on the application of these and other accounting policies, see Note 2 to the consolidated financial statements included elsewhere in this report. We believe that our most critical accounting policies and estimates relate to the following:

Revenue Recognition

Revenue related to IMEs, peer reviews, bill reviews, administrative support services and Medicare compliance services is recognized at the time services have been performed and the report is shipped to the end user. We believe that recognizing revenue at the time the report is shipped is appropriate because we meet the following four criteria in accordance with ASC 605-10-S25,  Revenue Recognition: Overall , (i) persuasive evidence that arrangement exists, (ii) shipment has occurred, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured. We report revenues net of any sales, use and value added taxes.

Revenue related to other IME services, including litigation support services, medical record retrieval services and case management services where no report is generated, is recognized at the time the service is performed. We believe that recognizing revenue at the time the service is performed is appropriate because we meet the following four criteria in accordance with ASC 605-10-S25, (i) persuasive evidence that arrangement exists, (ii) services have been rendered, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured.

Certain agreements with customers in the U.K. include provisions whereby collection of the amounts billed are contingent on the favorable outcome of the claim.  We have deemed these provisions to preclude revenue recognition at the time of performance, as collectability is not reasonably assured and the cash payments are contingent, and are deferring these revenues, net of estimated costs, until the case has been settled the cash has been collected and the contingency has been resolved.  

Should changes in conditions cause management to determine these criteria are not met for certain future transactions, revenue recognized for any reporting period could be adversely affected.

Trade Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable balances consist of amounts owed to us for services provided in the normal course of business and are reported net of an allowance for doubtful accounts. Generally, no collateral is received from clients and the collectability of trade receivable balances is regularly evaluated based on a combination of factors such as client credit-worthiness, past transaction history with the customer, current economic industry trends and changes in customer payment patterns and additions to the allowance are made based on these trends. Accounts are reviewed regularly for collectability and those deemed uncollectible are written off.

We assume, that on average, all accounts receivable will be collected within one year and thus classify these as current assets; however, there are certain receivables, primarily in the U.K., that have aged longer than one year as of December 31, 2014 and March 31, 2015, and we have recorded an estimate for those receivables that will not be collected within one year as long-term in the Consolidated Balance Sheets contained elsewhere in this report.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Goodwill and Other Intangible Assets

Goodwill is an asset representing the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. Based on the provisions of ASC 350, Intangibles—Goodwill and Other (“ASC 350”), goodwill and indefinite lived intangible assets are tested for impairment annually or more frequently if impairment indicators arise. We evaluate the carrying value of goodwill during the fourth quarter of each fiscal year and between annual valuations if events occur or circumstances change that would more likely than not reduce the fair value of the reporting units below their carrying amount. Such circumstances include: (1) a significant adverse change in legal factors or in business climate, (2) unanticipated competition, or (3) an adverse action or assessment by a regulator. When evaluating whether goodwill is impaired, we compare the fair value of the reporting units to which the goodwill is assigned to the reporting unit’s carrying amount, including goodwill. The fair value of the reporting units is estimated using primarily the income, or discounted cash flows, approach. If the carrying amount of a reporting unit exceeds its fair value, then the amount of the impairment loss must be measured. The impairment loss is calculated by comparing the implied fair value of the reporting unit’s goodwill to its carrying amount. In calculating the implied fair value of the reporting unit’s goodwill, the fair value of the reporting unit is allocated in a hypothetical analysis to all of the other assets and liabilities, including any unrecognized intangible assets, of that unit based on their fair values. The excess of the fair value of a reporting unit over the amount assigned to its other assets and liabilities is the implied fair value of goodwill. An impairment loss would be recognized when the carrying amount of goodwill exceeds its implied fair value.

Intangible assets, including client relationships, trade names, covenants not to compete and technology that have finite lives are amortized over their useful lives.

We performed our annual impairment review of goodwill in October 2014 and reviewed subsequent events through March 31, 2015 and determined that the fair value of our reporting units substantially exceed their carrying value, and goodwill was not impaired as of year end. Further, we believe that there have been no facts or circumstances through the date of this filing that indicate an impairment of goodwill exists. 

Deferred Income Taxes

We provide for deferred income tax assets and liabilities based on the estimated future tax effects of differences between the financial and tax bases of assets and liabilities based on currently enacted tax laws. Our deferred and other tax balances are based on management’s interpretation of the tax regulations and rulings in numerous taxing jurisdictions. Income tax expense and liabilities recognized by us also reflect our best estimates and assumptions regarding, among other things, the level of future taxable income, the effect of our various tax planning strategies and uncertain tax positions. Future tax authority rulings and changes in tax laws, changes in projected levels of taxable income and future tax planning strategies could affect the actual effective tax rate and tax balances recorded by us. We follow the provisions under FASB ASC Subtopic 740-10, Income Taxes - Overall ("ASC 740") that provides a recognition threshold and measurement criteria for the financial statement recognition of a tax benefit taken or expected to be taken in a tax return. Tax benefits are recognized only when it is more likely than not, based on the technical merits, that the benefits will be sustained on examination. Tax benefits that meet the more-likely-than-not recognition threshold are measured using a probability weighting of the largest amount of tax benefit that has greater than 50% likelihood of being realized upon settlement. Whether the more-likely-than-not recognition threshold is met for a particular tax benefit is a matter of judgment based on the individual facts and circumstances evaluated in light of all available evidence as of the balance sheet date.

We are no longer subject to U.S. federal income and state tax return examinations by tax authorities before 2010 and 2009, respectively. We operate in multiple taxing jurisdictions and face audits from various tax authorities. We remain subject to examination until the statute of limitations expires for the respective tax jurisdiction. We do not anticipate that the amount of the unrecognized benefit will significantly increase or decrease within the next twelve months. We record interest and penalties related to unrecognized tax benefits in income tax expense.

Undistributed earnings of our foreign subsidiaries are considered indefinitely reinvested and, accordingly, no provision for U.S. federal income taxes has been recorded. Deferred taxes are provided for earnings outside the United States when those earnings are not considered indefinitely reinvested.

Share-Based Compensation and Other Equity Instruments

Our stock incentive plan provides for the granting of stock options and other share-based awards including warrants, restricted stock units (“RSUs”) and shares of restricted stock, in accordance with ASC Topic 718, Compensation—Stock Compensation  (“ASC 718”). ASC 718 requires measurement of compensation cost for all share-based awards at fair value on the grant date (or measurement date, if different) and recognition of compensation expense, net of forfeitures, over the requisite service period for awards expected to vest. We use the straight-line amortization method for recognizing share-based compensation expense.

The fair value of stock option grants is determined using the Black-Scholes valuation model. The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable, characteristics not present in these stock options. Additionally, option valuation models require the input of highly subjective assumptions, including the expected volatility of the stock price. Because our stock options have characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimates, in our opinion, the existing models may not provide a reliable single measure of the fair value of its share-based awards.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Our expected volatility assumptions are based upon the weighted average of our implied volatility, our mean reversion volatility and the median of our peer group’s most recent historical volatilities for 2014 and 2015 stock option grants. Expected life assumptions are based upon the “simplified” method for those options issued since our IPO which were determined to be issued approximately at-the-money. The risk-free interest rate was selected based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued.

The fair value of shares of restricted stock and RSUs is determined based upon the market price of the underlying common stock as of the date of grant. Additional information regarding our valuation of common stock and equity awards is set forth in Note 2 to our consolidated financial statements included elsewhere in this report.

Accounting for Acquisitions

Accounting for acquisitions requires us to recognize and measure identifiable assets acquired, liabilities assumed and any non-controlling interest in the acquired entity. Our accounting for acquisitions involves significant judgments and estimates, including the fair value of certain forms of consideration such as our common stock, the fair value of acquired intangible assets, which involve projections of future revenues, cash flows and terminal value, which are then discounted at an estimated discount rate, the fair value of other acquired assets and assumed liabilities, including potential contingencies, and the useful lives of the assets. The projections are developed using internal forecasts, available industry and market data and estimates of long-term rates of growth for our business. The impact of prior or future acquisitions on our financial position or results of operations may be materially impacted by the change in or initial selection of assumptions and estimates. 

Financial Instruments

Our financial assets and (liabilities), which are measured at fair value on a recurring basis, are categorized using the fair value hierarchy at December 31, 2014 and March 31, 2015, and are as follows (in thousands):

	Level 1		Level 2			Level 3			Total
As of December 31, 2014
Financial instruments:
Contingent consideration	$	—	$	—		$	(6,587	)	$	(6,587	)
Foreign currency derivative asset		—		272			—			272
As of March 31, 2015
Financial instruments:
Contingent consideration	$	—	$	—		$	(4,393	)	$	(4,393	)
Foreign currency derivative liability		—		(159	)		—			(159	)
Foreign currency derivative asset		—		958			—			958

The contingent consideration relates to earnout provisions recorded in conjunction with certain acquisitions completed in 2013 and 2014 (see Note 3). Of the total decrease in fair value of the contingent consideration of $2.2 million in 2015, $1.0 million was settled as cash consideration to satisfy an installment related to a 2014 acquisition and we recorded $941,000 in adjustments to the fair value of the obligation related to milestones which were not achieved, or expected to be achieved, recorded to SGA expenses, offset by $66,000 recorded in interest and other expenses, net in the Consolidated Statements of Comprehensive Loss due to changes in the fair value of the contingent consideration and the remaining change is due to currency fluctuations.

The fair value of the foreign currency derivative was determined using observable market inputs such as foreign currency exchange rates and considers our nonperformance risk and that of our counterparties.

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In April 2014, the FASB issued ASU No. 2014-08, (Topic 205 and 360), “Reporting Discontinued Operations and Disclosure of Disposals of Components of an Entity” (“ASU 2014-08”) which amends the definition for what types of asset disposals are to be considered discontinued operations, and amends the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 also enhances the convergence of the FASB’s and the International Accounting Standard Board’s reporting requirements for discontinued operations. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2014, and interim periods within annual periods beginning on or after December 15, 2015. We adopted the provisions of this standard effective January 1, 2015 and the adoption of these provisions did not have a material impact on our financial position, results of operations and cash flows.

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EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Accounting Pronouncements Not Yet Adopted

In May 2014, the FASB issued ASU No. 2014-09, (Topic 606): Revenue from Contracts with Customers (“ASU 2014-09”) which supersedes the revenue recognition requirements in “Topic 605, Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective retrospectively for annual or interim reporting periods beginning after December 15, 2016, with early application not permitted. We are currently evaluating the impact of this standard on our financial position, results of operations and cash flows.

In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertanties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-05”) which defines management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. Currently, financial statements are prepared under the presumption that the reporting organization will continue to operate as a going concern, except in limited circumstances. This going concern basis of accounting is critical to financial reporting because it establishes the fundamental basis for measuring and classifying assets and liabilities. ASU 2014-15 provides guidance regarding management’s responsibility to evaluate whether there is substantial doubt about the organization’s ability to continue as a going concern and the related footnote disclosures. The amendments are effective for the year ending December 31, 2016, and for interim periods beginning the first quarter of 2017, with early application permitted. We plan to adopt the provisions for the year ending December 31, 2016 and will provide such disclosures as required if there are conditions and events that raise substantial doubt about its ability to continue as a going concern. We currently do not expect the adoption to have a material impact on our consolidated financial statements.

In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”) which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU 2015-03. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2015, and interim periods within those fiscal years. We are currently evaluating the impact of this standard on our financial position, results of operations and cash flows.

There were various other accounting standards and interpretations issued during 2014 and 2015 we have not yet been required to adopt, none of which are expected to have a material impact on our financial position, results of operations and cash flows.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk represents the risk of loss that may impact our financial position due to adverse changes in financial market prices and rates. Our market risk exposure results primarily from fluctuations in interest rates, foreign exchange rates as well as inflation. In the normal course of business, we are exposed to market risks, including changes in interest rates and foreign exchange rates which affect our debt as well as cash flows. We may also face additional exchange rate risk in the future as we expand our business internationally.

Interest Rate Risk. As of March 31, 2015, we had cash and cash equivalents totaling approximately $20.3 million. These amounts were held for future acquisition and working capital purposes and were held in non-interest bearing accounts, of which $9.2 million were held in the U.S. Therefore, the U.S. amounts were insured under standard FDIC insurance coverage for deposit accounts up to $250,000, per depositor and account ownership category, at each separately insured depository institution.

Our outstanding debts of $38.4 million and $140.0 million at March 31, 2015 related to indebtedness under our working capital facilities and Senior Secured Revolving Credit Facility, respectively, contain floating interest rates. Thus, our interest rate is subject to market risk in the form of fluctuations in interest rates. The effect of a hypothetical one percentage point increase in our variable rate debt would result in a decrease of approximately $1.8 million in our annual pre-tax net income assuming no further changes in the amount of borrowings subject to variable rate interest from amounts outstanding at March 31, 2015.

Foreign Exchange Risk. As of March 31, 2015, we have foreign currency risks related to our revenues and operating expenses denominated in currencies other than the U.S. dollar, namely, the Canadian dollar, the Pound Sterling and the Australian dollar. Our financial results could be affected by factors such as changes in foreign currency exchange rates or weak economic conditions in foreign markets. We do not currently hedge our exposure to foreign currency exchange rate fluctuations related to the Canadian dollar given that the net difference between foreign currency denominated revenue and expenses is immaterial. In the future, however, we may hedge such exposure to foreign currency exchange rate fluctuations in this currency.

42

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Beginning in the second quarter of 2013, in order to protect against foreign currency exposure in our Australian operations, we entered into forward foreign currency contracts as a hedge of AUD $60.0 million of its net investment in Australia. Beginning in the third quarter of 2013, we also entered into forward foreign currency contracts as a hedge of £40.0 million of our net investment in the U.K. We settled certain of our hedge positions during the 2014 year and the first quarter of 2015 and were paid $4.0 million and $4.8 million, respectively, in net settlements. This amount was classified in accumulated other comprehensive loss in our Consolidated Balance Sheet (see Note 2), offsetting the currency translation adjustment of the related net investment that is also recorded in accumulated other comprehensive loss, and is reported net of the effect of income taxes.

As of December 31, 2014, we had a net asset of $272,000 recorded in other current assets, with the offsetting net unrealized gain being recorded in accumulated other comprehensive loss in our Consolidated Balance Sheets associated with open forward foreign currency contracts which matured in January of 2015. As of March 31, 2015, we had a net asset of $799,000, $958,000 of which was recorded in other current assets, and the offset was recorded in other current liabilities, with the offsetting net unrealized gain being recorded in accumulated other comprehensive loss in our Consolidated Balance Sheets associated with open forward foreign currency contracts which matured in May of 2015.

Item 4. Controls and Procedures

As required by Rule 13a-15 under the Securities Exchange Act of 1934, an evaluation was carried out under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2015. Based upon our evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of March 31, 2015, our disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed in the reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the applicable rules and forms, and that it is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

There were no changes in our internal control over financial reporting during the period ended March 31, 2015 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company is currently a party to various legal proceedings arising from the normal course of business activities. While the Company does not presently believe that the ultimate outcome of such proceedings will have a material impact on its business, operating results or financial condition, litigation is subject to inherent uncertainties. If an unfavorable ruling were to occur, it is possible that such ruling could have a material adverse impact on our business, operating results or financial condition in the period in which the ruling occurs. Our current estimates of the potential impact from such legal proceedings could change in the future.

Item 1A. Risk Factors

There have been no material changes in the risks facing the Company as described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Dividend Policy

Since the Company’s incorporation in 2007, the Company has not declared or paid any dividends on its common stock. The Company currently intends to retain all of the Company’s future earnings, if any, to finance the growth and development of the Company’s business and does not anticipate paying cash dividends for the foreseeable future. The Senior Secured Revolving Credit Facility and the Indenture restrict the Company’s ability to pay cash dividends, and any future financing agreements may restrict the Company from paying any type of dividends.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

43

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

Item 5. Other Information

None.

Item 6. Exhibits

Exhibit  Number	Title
2.1	Agreement and Plan of Merger, dated June 23, 2010, by and among ExamWorks Group, Inc., ExamWorks, Inc. and ExamWorks Merger Sub, Inc. (filed as Exhibit 2.1 to ExamWorks’ Registration Statement on Form S-1 filed with the Securities and Exchange Commission on August 13, 2010 and incorporated by reference herein).
2.2	Stock Purchase Agreement dated as of January 11, 2011, by and among ExamWorks Group, Inc., ExamWorks, Inc., MES Group, Inc., George C. Turek and the minority shareholders of MES Group, Inc. set forth therein (filed as Exhibit 2.1 to Form 8-K filed with the Securities and Exchange Commission on January 13, 2011 and incorporated by reference herein).
2.3*	Agreement for the sale and purchase of the entire issued share capital of Premex Group Limited dated May 10, 2011, among ExamWorks Group, Inc., ExamWorks UK Ltd. and the shareholders of Premex Group Limited set forth therein (filed as Exhibit 2.1 to Form 8-K filed with the Securities and Exchange Commission on May 13, 2011 and incorporated by reference herein).
2.4*	Tax Deed dated May 10, 2011, relating to the sale and purchase of the entire issued share capital of Premex Group between ExamWorks UK Ltd. And Covenantors set forth therein (filed as Exhibit 2.2 to Form 8-K filed with the Securities and Exchange Commission on May 13, 2011 and incorporated by reference herein).
2.5*	Sale and Purchase Deed relating to the sale and purchase of MedHealth Holdings Pty Limited dated August 31, 2012 among EW Pacific Pty Ltd, the shareholders of MedHealth Holdings Pty Limited set forth therein, and certain additional restrained parties set forth therein (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on August 31, 2012).
2.6*	Additional Sellers Deed relating to the sale and purchase of MedHealth Holdings Pty Limited dated August 31, 2012 among EW Pacific Pty Ltd and certain minority shareholders of MedHealth Holdings Pty Limited (incorporated by reference to Exhibit 2.2 to the Company’s Form 8-K filed with the Securities and Exchange Commission on August 31, 2012).
2.7*	Stock Purchase Agreement dated as of February 3, 2014, by and among Exam Works, Inc., G&L Intermediate Holdings, Inc., G&L Investment Holdings, Inc., ABRY Partners V, L.P. and ABRY Senior Equity II, L.P (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on February 4, 2014).
2.8*	Stock Purchase Agreement dated as of June 6, 2014, by and among ExamWorks, Inc. and the shareholders of Ability Services Network, Inc. (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed with the Securities and Exchange Commission on June 9, 2014).
3.1.1	Amended and Restated Certificate of Incorporation of ExamWorks (incorporated by reference to Exhibit 3.1 to Form 10-K filed with the Securities and Exchange Commission on March 11, 2011).
3.1.2	Second Amended and Restated Bylaws of ExamWorks (incorporated by reference to Exhibit 3.1 to Form 8-K filed with the Securities and Exchange Commission on October 30, 2013).
4.1	Form of Common Stock Certificate of ExamWorks (filed as Exhibit 4.1 to Amendment No. 3 to ExamWorks’ Registration Statement on Form S-1 filed with the Securities and Exchange Commission on October 21, 2010 and incorporated by reference herein).
4.2	Indenture dated July 19, 2011, by and among ExamWorks Group, Inc., the Guarantors party thereto, and U.S. Bank, National Association, as Trustee (including Form of 9% Note Due 2019) (filed as Exhibit 4.1 to Form 8-K filed with the Securities and Exchange Commission on July 22, 2011 and incorporated by reference herein).

44

EXAMWORKS GROUP, INC. AND SUBSIDIARIES

4.3	Registration Rights Agreement dated July 19, 2011 by and among ExamWorks Group, Inc., the Guarantors party thereto, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as representative of the several Initial Purchasers (filed as Exhibit 4.2 to Form 8-K filed with the Securities and Exchange Commission on July 22, 2011 and incorporated by reference herein).
4.4	Form of 9% Senior Unsecured Exchange Note Due 2019 and Form of Exchange Guarantee (filed as Exhibit 4.4 to From S-4 filed with the Securities and Exchange Commission on April 4, 2012 and incorporated by reference herein).
31.1	Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a)
31.2	Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a)
32.1	Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	XBRL Taxonomy Extension Label Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document

*   Schedules to this exhibit have been omitted pursuant to Item 601(b)(2) of Regulation S-K.  The Company agrees to furnish supplementary copies of any omitted schedules to the Securities and Exchange Commission upon request.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	EXAMWORKS GROUP, INC.
Date: May 7, 2015	By:	/s/ J. Miguel Fernandez de Castro
		J. Miguel Fernandez de Castro
		Senior Executive Vice President and Chief
		Financial Officer (Principal Financial Officer)

45

EX-31.1

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, James K. Price, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of ExamWorks Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-(f) and 15d-15(f)) and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 7, 2015	By:	/s/    James K. Price
		James K. Price
		Chief Executive Officer (Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER PURSUANT TO

SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, J. Miguel Fernandez de Castro, certify that:

1. I have reviewed this Quarterly Report on Form 10-Q of ExamWorks Group, Inc.;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-(f) and 15d-15(f)) and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: May 7, 2015	By:	/s/    J. Miguel Fernandez de Castro
		J. Miguel Fernandez de Castro
		Chief Financial Officer (Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATIONS PURSUANT TO 18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with this Quarterly Report on Form 10-Q of ExamWorks Group, Inc. (the “Company”) for the three months ended March 31, 2015, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned officers of the Company hereby certifies, pursuant to 18 U.S.C. Section 1350, that:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: May 7, 2015	By:	/s/    James K. Price
		James K. Price
		Chief Executive Officer
Date: May 7, 2015	By:	/s/    J. Miguel Fernandez de Castro
		J. Miguel Fernandez de Castro
		Chief Financial Officer

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Note 2 - Summary of Significant Accounting Policies (Details) - Accumulated Other Comprehensive Income (Loss) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance - foreign currency translation	$ (27,129)		$ (18,026)
Total	(20,253)		(14,376)
Total activity in 2015	(9,103)
Total activity in 2015	(5,877)	(825)
Change during 2015:
Before-tax amount	(13,310)
Before-tax amount	(7,971)
Tax (expense) benefit	4,207
Tax (expense) benefit	2,094
Investment Hedge Foreign Exchange Contract [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance - net investment hedge	6,671		3,445
Total activity in 2015	3,226
Change during 2015:
Before-tax amount	5,339
Tax (expense) benefit	(2,113)
Investment Hedge Australian Denominated Debt [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Balance - net investment hedge	$ 205		$ 205

XML

Note 9 - Commitments and Contingencies (Details) - Future Minimum Lease Payments (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015
Future Minimum Lease Payments [Abstract]
Nine months ended December 31, 2015	$ 9,835
2016	11,335
2017	9,747
2018	7,977
2019	5,423
Thereafter	5,043
Total	$ 49,360

XML

Note 5 - Goodwill and Intangible Assets (Details) - Intangible Assets (USD $) In Thousands, unless otherwise specified	3 Months Ended	12 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Amortizable intangible assets:
Gross carrying value	325,418	328,424
Accumulated amortization	(233,790)	(225,841)
Net carrying value	91,628	102,583
Minimum [Member] | Customer Relationships [Member]
Amortizable intangible assets:
Estimated useful lives	40 months	40 months
Minimum [Member] | Trade Names [Member]
Amortizable intangible assets:
Estimated useful lives	45 months	45 months
Minimum [Member] | Unpatented Technology [Member]
Amortizable intangible assets:
Estimated useful lives	24 months	24 months
Maximum [Member] | Customer Relationships [Member]
Amortizable intangible assets:
Estimated useful lives	60 months	60 months
Maximum [Member] | Trade Names [Member]
Amortizable intangible assets:
Estimated useful lives	84 months	84 months
Maximum [Member] | Unpatented Technology [Member]
Amortizable intangible assets:
Estimated useful lives	40 months	40 months
Customer Relationships [Member]
Amortizable intangible assets:
Gross carrying value	239,707	244,211
Accumulated amortization	(174,154)	(167,943)
Net carrying value	65,553	76,268
Trade Names [Member]
Amortizable intangible assets:
Gross carrying value	67,176	68,264
Accumulated amortization	(47,146)	(45,901)
Net carrying value	20,030	22,363
Noncompete Agreements [Member]
Amortizable intangible assets:
Estimated useful lives	36 months	36 months
Gross carrying value	9,487	6,761
Accumulated amortization	(4,578)	(4,116)
Net carrying value	4,909	2,645
Unpatented Technology [Member]
Amortizable intangible assets:
Gross carrying value	9,048	9,188
Accumulated amortization	(7,912)	(7,881)
Net carrying value	1,136	1,307

XML

Note 10 - Long-term Debt (Details)	0 Months Ended		1 Months Ended							0 Months Ended		1 Months Ended					0 Months Ended			1 Months Ended	12 Months Ended	1 Months Ended	0 Months Ended		3 Months Ended	1 Months Ended		0 Months Ended						1 Months Ended
	Jul. 07, 2011 USD ($)	May 06, 2011 USD ($)	Feb. 27, 2012	Mar. 31, 2015 USD ($)	Aug. 27, 2012 USD ($)	Dec. 31, 2011 USD ($)	Feb. 09, 2011 USD ($)	Nov. 02, 2010 USD ($)	Apr. 16, 2015 Subsequent Event [Member] Senior Notes 2023 [Member] USD ($)	Jul. 07, 2011 Original Maximum Consolidated Leverage Ratio [Member]	Jul. 07, 2011 New Maximum Consolidated Leverage Ratio [Member]	Feb. 27, 2012 Any Fiscal Quarter After Sep 30, 2012 [Member]	Feb. 03, 2014 With Negative Trailing Twelve Months Adjusted EBITDA [Member] USD ($)	Feb. 03, 2014 With Trailing Twelve Month Adjusted EDITDA [Member] USD ($)	Feb. 03, 2014 Without Delivering ProForma Projections to the Lenders [Member] USD ($)	Feb. 03, 2014 Default Rate [Member]	Jul. 19, 2011 Debt Instrument, Redemption, Period One [Member] Maximum [Member] Senior Unsecured Notes Payable [Member]	Jul. 19, 2011 Debt Instrument, Redemption, Period One [Member] Senior Unsecured Notes Payable [Member]	Jul. 19, 2011 Debt Instrument, Redemption, Period Two [Member] Senior Unsecured Notes Payable [Member]	Sep. 29, 2010 UKIM [Member] Minimum [Member]	Dec. 31, 2014 Premex Group [Member] Minimum [Member]	Jun. 28, 2013 Premex Group [Member]	Feb. 03, 2014 Federal Funds Rate Base [Member]	Feb. 03, 2014 London Interbank Offered Rate (LIBOR) [Member]	Mar. 31, 2015 London Interbank Offered Rate (LIBOR) [Member]	Jun. 28, 2013 Base Rate [Member] UKIM [Member]	Sep. 29, 2010 Base Rate [Member] UKIM [Member]	May 12, 2011 Base Rate [Member] Premex Group [Member]	Jul. 19, 2011 Initial Notes [Member] USD ($)	Jul. 19, 2011 Initial Notes [Member] USD ($)	Jun. 30, 2012 Exchange Notes [Member]	Jun. 30, 2012 Senior Unsecured Notes Payable [Member]	Jul. 19, 2011 Senior Unsecured Notes Payable [Member]	Jun. 28, 2013 UKIM [Member]	Dec. 31, 2014 UKIM [Member] USD ($)	Sep. 29, 2010 UKIM [Member] GBP (£)	Mar. 31, 2015 Premex Group [Member] USD ($)	May 12, 2011 Premex Group [Member] GBP (£)
Note 10 - Long-term Debt (Details) [Line Items]
Debt Instrument, Interest Rate, Stated Percentage									5.625%							2.00%														9.00%	9.00%	9.00%
Debt Instrument, Face Amount (in Dollars)									$ 500,000,000																					$ 250,000,000
Debt Instrument, Issuance Price, Percentage																													100.00%
Proceeds from Issuance of Senior Long-term Debt (in Dollars)																													250,000,000
Debt Instrument, Redemption Period, End Date																		Jul. 15, 2014	Jul. 15, 2015
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed																	35.00%
Debt Instrument, Redemption Price, Percentage																		109.00%	100.00%
Debt Instrument, Redemption Price, Minimum Percent of Original Principal Amount Outstanding After Redemption																		65.00%
Debt Instrument Repurchase Percentage of Face Amount																																	101.00%
Line of Credit Facility, Maximum Borrowing Capacity	262,500,000	300,000,000					245,000,000	180,000,000					5,000,000	3,000,000	75,000,000																					5,000,000		26,500,000
Line of Credit Facility, Increase (Decrease), Other, Net (in Dollars)		55,000,000
Consolidated Senior Secured Leverage Ratio	3.00
Consolidated Leverage Ratio										3.5	4.75
Line of Credit Facility, Capacity Available for Specific Purpose Other than for Trade Purchases (in Dollars)	75,000,000	50,000,000
Line Of Credit Facility Increase Right (in Dollars)	37,500,000
Line Of Credit Facility Increase Capacity (in Dollars)	300,000,000
Minimum Fixed Charge Coverage Ratio			1.75									2.00
Secured Revolving Credit Facility, Alternative Currency Sublimit (in Dollars)					100,000,000	60,000,000
Debt Instrument, Basis Spread on Variable Rate																							0.50%	1.00%	3.00%	2.40%	2.50%	2.40%
Long-term Line of Credit (in Dollars)				140,000,000																															6,200,000		32,200,000
Line of Credit Facility, Remaining Borrowing Capacity (in Dollars)				$ 122,500,000																															$ 1,200,000		$ 7,100,000
Debt Instrument, Term																				36 months	36 months
Debt Instrument, Term, Increase																						24 months												24 months
Debt Instrument, Interest Rate, Effective Percentage																																			0.50%		0.50%

XML

Note 5 - Goodwill and Intangible Assets (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization of Intangible Assets	$ 13.1	$ 12.9

XML

Note 2 - Summary of Significant Accounting Policies (Details) (USD $)	3 Months Ended		12 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Dec. 31, 2014	Dec. 31, 2013	Jun. 30, 2012	Jul. 31, 2011	Nov. 30, 2010
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Cash Equivalents, at Carrying Value	$ 0		$ 0
Allowance for Doubtful Accounts Receivable	10,300,000		9,900,000
Cash and Cash Equivalents, at Carrying Value	20,282,000	8,504,000	9,751,000	12,829,000
Cash, FDIC Insured Amount	250,000
Impairment of Long-Lived Assets Held-for-use	0		0
Interest Expense	587,000	571,000
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in Shares)		7,800,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share)	$ 19.37
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	3 years
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability	(2,200,000)
Business Combination Contingent Consideration Settled In Cash	66,000
Increase Decrease In Interest And Other Expense Related To Contingent Consideration	941,000
Employee Stock Option [Member] | Cost of Sales [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Allocated Share-based Compensation Expense	469,000	694,000
Employee Stock Option [Member] | Selling, General and Administrative Expenses [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Allocated Share-based Compensation Expense	1,400,000	2,100,000
Employee Stock Option [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures (in Shares)	30,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in Dollars per share)	$ 19.37
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Intrinsic Value (in Dollars per share)	$ 581,000
Allocated Share-based Compensation Expense	1,900,000	2,800,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized	8,100,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	1 year 255 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Intrinsic Value	16,900,000
Time Lapse Restricted Stock and RSUs [Member] | Minimum [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	1 year
Time Lapse Restricted Stock and RSUs [Member] | Maximum [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period	4 years
Restricted Stock and RSUs [Member] | Selling, General and Administrative Expenses [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Allocated Share-based Compensation Expense	4,100,000	2,000,000
Restricted Stock and RSUs [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized	32,900,000
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition	2 years
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value	3,200,000	2,000,000
Restricted Stock Units (RSUs) [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period (in Shares)	122,000
Selling, General and Administrative Expenses [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Allocated Share-based Compensation Expense	130,000	539,000
Customer Concentration Risk [Member] | Accounts Receivable [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Concentration Risk, Percentage	16.00%		14.00%
UNITED STATES
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Cash and Cash Equivalents, at Carrying Value	9,200,000
UNITED KINGDOM
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Deferred Revenue	3,800,000		4,400,000
2014 Acquisitions [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Business Combination Contingent Consideration Settled In Cash	1,000,000
Exchange Notes [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Debt Instrument, Interest Rate, Stated Percentage					9.00%
Senior Unsecured Notes [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Deferred Finance Costs, Gross	7,100,000	7,100,000
Debt Instrument, Term	8 years
Senior Secured Revolving Credit Facility [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Debt Instrument, Term	5 years
Senior Secured Revolving Credit Facility [Member]
Note 2 - Summary of Significant Accounting Policies (Details) [Line Items]
Deferred Finance Costs, Gross							8,300,000
Deferred Financing Costs Incurred		225,000
Senior Notes						$ 250,000,000
Debt Instrument, Interest Rate, Stated Percentage						9.00%

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Note 10 - Long-term Debt (Details) - Borrowings Under the Senior Secured Revolving Credit Facility	3 Months Ended
	Mar. 31, 2015
Minimum [Member] | Pricing Tier 1 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	2.50
Minimum [Member] | Pricing Tier 2 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	2.00
Minimum [Member] | Pricing Tier 3 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	1.50
Minimum [Member] | Pricing Tier 4 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	1.00
Maximum [Member] | Pricing Tier 2 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	2.50
Maximum [Member] | Pricing Tier 3 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	2.00
Maximum [Member] | Pricing Tier 4 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	1.50
Maximum [Member] | Pricing Tier 5 [Member]
Guarantor Obligations [Line Items]
Consolidated Leverage Ratio	1.00
Eurodollar [Member] | Pricing Tier 1 [Member]
Guarantor Obligations [Line Items]
Rate Loans	3.75%
Eurodollar [Member] | Pricing Tier 2 [Member]
Guarantor Obligations [Line Items]
Rate Loans	3.50%
Eurodollar [Member] | Pricing Tier 3 [Member]
Guarantor Obligations [Line Items]
Rate Loans	3.25%
Eurodollar [Member] | Pricing Tier 4 [Member]
Guarantor Obligations [Line Items]
Rate Loans	3.00%
Eurodollar [Member] | Pricing Tier 5 [Member]
Guarantor Obligations [Line Items]
Rate Loans	2.75%
Base Rate [Member] | Pricing Tier 1 [Member]
Guarantor Obligations [Line Items]
Rate Loans	2.75%
Base Rate [Member] | Pricing Tier 2 [Member]
Guarantor Obligations [Line Items]
Rate Loans	2.50%
Base Rate [Member] | Pricing Tier 3 [Member]
Guarantor Obligations [Line Items]
Rate Loans	2.25%
Base Rate [Member] | Pricing Tier 4 [Member]
Guarantor Obligations [Line Items]
Rate Loans	2.00%
Base Rate [Member] | Pricing Tier 5 [Member]
Guarantor Obligations [Line Items]
Rate Loans	1.75%
Pricing Tier 1 [Member]
Guarantor Obligations [Line Items]
Commitment Fee/Unused Line Fee	0.50%
Letter of Credit Fee	3.75%
Pricing Tier 2 [Member]
Guarantor Obligations [Line Items]
Commitment Fee/Unused Line Fee	0.45%
Letter of Credit Fee	3.50%
Pricing Tier 3 [Member]
Guarantor Obligations [Line Items]
Commitment Fee/Unused Line Fee	0.40%
Letter of Credit Fee	3.25%
Pricing Tier 4 [Member]
Guarantor Obligations [Line Items]
Commitment Fee/Unused Line Fee	0.35%
Letter of Credit Fee	3.00%
Pricing Tier 5 [Member]
Guarantor Obligations [Line Items]
Commitment Fee/Unused Line Fee	0.30%
Letter of Credit Fee	2.75%

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Note 5 - Goodwill and Intangible Assets (Tables)

3 Months Ended

Mar. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill [Table Text Block]

	United					United
	States		Canada			Kingdom			Australia			Total
Balance at December 31, 2014	$	401,560	$	17,178		$	38,354		$	38,587		$	495,679
Goodwill acquired during the year		807		—			—			—			807
Adjustments to prior year acquisitions		468		—			—			—			468
Effect of foreign currency translation		—		(2,021	)		(1,868	)		(3,058	)		(6,947	)
Balance at March 31, 2015	$	402,835	$	15,157		$	36,486		$	35,529		$	490,007

Schedule of Finite-Lived Intangible Assets [Table Text Block]

			December 31, 2014
	Estimated useful lives (months)		Gross carrying amount		Accumulated amortization			Net carrying value
Amortizable intangible assets:
Customer relationships		40 to 60	$	244,211	$	(167,943	)	$	76,268
Tradenames		45 to 84		68,264		(45,901	)		22,363
Covenants not to compete		36		6,761		(4,116	)		2,645
Technology		24 to 40		9,188		(7,881	)		1,307
Totals			$	328,424	$	(225,841	)	$	102,583

			March 31, 2015
	Estimated useful lives (months)		Gross carrying amount		Accumulated amortization			Net carrying value
Amortizable intangible assets:
Customer relationships		40 to 60	$	239,707	$	(174,154	)	$	65,553
Tradenames		45 to 84		67,176		(47,146	)		20,030
Covenants not to compete		36		9,487		(4,578	)		4,909
Technology		24 to 40		9,048		(7,912	)		1,136
Totals			$	325,418	$	(233,790	)	$	91,628

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block]

	Amount
Nine months ended December 31, 2015	$	33,846
Year ended December 31:
2016		33,633
2017		21,172
2018		2,094
2019		883
Total	$	91,628

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Note 6 - Accrued Expenses (Details) - Accrued Expenses (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Accrued Expenses [Abstract]
Accrued compensation and benefits	$ 14,416	$ 15,041
Accrued selling and professional fees	3,892	4,202
Accrued income, value added and other taxes	26,954	26,576
Accrued medical panel fees	3,890	4,391
Other accrued expenses	3,293	3,768
Totals	$ 52,445	$ 53,978

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Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2015 (USD $)	3 Months Ended
	Mar. 31, 2015		Dec. 31, 2014
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2015 [Line Items]
Goodwill	$ 490,007,000	[1]	$ 495,679,000	[1]
2015 Acquisitions [Member] | Customer Relationships [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2015 [Line Items]
Finite-lived intangible assets	1,080,000
2015 Acquisitions [Member] | Trade Names [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2015 [Line Items]
Finite-lived intangible assets	270,000
2015 Acquisitions [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2015 [Line Items]
Equipment and leasehold improvements	22,000
Goodwill	807,000
Assets acquired and liabilities assumed, net	120,000
Total	$ 2,299,000

[1] Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

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Note 2 - Summary of Significant Accounting Policies (Details) - Non-vested Restricted Share and RSU Activity (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Non-vested Restricted Share and RSU Activity [Abstract]
Non-vested awards	1,308,342	880,433
Non-vested awards, weighted average grant date fair value	$ 33.50	$ 25.46
Awards granted	612,637
Awards granted	$ 40.54
Awards vested	(176,848)
Awards vested	$ 18.00
Awards forfeited	(7,880)
Awards forfeited	$ 30.46

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Note 8 - Related Party Transactions (Details) (RedRidge Finance Group [Member], USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
RedRidge Finance Group [Member]
Note 8 - Related Party Transactions (Details) [Line Items]
Related Party Transaction, Expenses from Transactions with Related Party	$ 118,000	$ 176,000

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Note 15 - Subsequent Events (Details) (USD $)	0 Months Ended	3 Months Ended
	Apr. 16, 2015	Mar. 31, 2015	Jul. 07, 2011	May 06, 2011	Feb. 09, 2011	Nov. 02, 2010
Note 15 - Subsequent Events (Details) [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity			$ 262,500,000	$ 300,000,000	$ 245,000,000	$ 180,000,000
Subsequent Event [Member] | Right to Increase Revolving Extensions [Member] | Senior Secured Revolving Credit Facility [Member]
Note 15 - Subsequent Events (Details) [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	400,000,000
Subsequent Event [Member] | Senior Notes 2023 [Member]
Note 15 - Subsequent Events (Details) [Line Items]
Debt Instrument, Face Amount	500,000,000
Debt Instrument, Interest Rate, Stated Percentage	5.625%
Debt Instrument, Issuance Percentage	100.00%
Proceeds from Issuance of Long-term Debt	500,000,000
Subsequent Event [Member] | Senior Secured Revolving Credit Facility [Member]
Note 15 - Subsequent Events (Details) [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity	$ 300,000,000
Debt Instrument, Term	5 years
Subsequent Event [Member] | Working Capital Facilities [Member] | UK Independent Medical Services Limited and Premex Group Limited [Member]
Note 15 - Subsequent Events (Details) [Line Items]
Debt Instrument, Term	36 months
Senior Secured Revolving Credit Facility [Member]
Note 15 - Subsequent Events (Details) [Line Items]
Debt Instrument, Term		5 years

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Note 13 - Segment and Geographical Information (Details) - Revenues by Product Group (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014
Revenue from External Customer [Line Items]
Revenue	$ 196,316		$ 173,028
IME and Other Related Services [Member]
Revenue from External Customer [Line Items]
Revenue	167,345	[1]	154,540	[1]
Peer and Bill Review Medicare Compliance and Case Management [Member]
Revenue from External Customer [Line Items]
Revenue	$ 28,971	[1]	$ 18,488	[1]

[1] Includes the results of certain of the Company's service centers acquired whose revenues are generated substantially through the indicated product group. Outside of this presentation, other product groups are not tracked within the Company's financial systems. Additionally, other related services, which include any Medicare compliance services and case management services completed at the Company's historic service centers in the periods presented, are not separately captured within the Company's financial systems and have been included with IME services in the above presentation as separate presentation is not practicable. With the Company's acquisition of Gould & Lamb in February of 2014 and Ability Services Network and Med Allocators in June of 2014, Medicare compliance services and case management services have been added to the presentation above. None of the individual services within the peer and bill reviews, Medicare compliance services and case management services category above represent more than 10% of consolidated revenues.

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Note 5 - Goodwill and Intangible Assets (Details) - Goodwill (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015
Goodwill [Line Items]
Balance	$ 495,679	[1]
Goodwill acquired during the year	807	[1]
Adjustments to prior year acquisitions	468	[1]
Effect of foreign currency translation	(6,947)	[1]
Balance	490,007	[1]
UNITED STATES
Goodwill [Line Items]
Balance	401,560	[1]
Goodwill acquired during the year	807	[1]
Adjustments to prior year acquisitions	468	[1]
Effect of foreign currency translation		[1]
Balance	402,835	[1]
CANADA
Goodwill [Line Items]
Balance	17,178	[1]
Goodwill acquired during the year		[1]
Adjustments to prior year acquisitions		[1]
Effect of foreign currency translation	(2,021)	[1]
Balance	15,157	[1]
UNITED KINGDOM
Goodwill [Line Items]
Balance	38,354	[1]
Goodwill acquired during the year		[1]
Adjustments to prior year acquisitions		[1]
Effect of foreign currency translation	(1,868)	[1]
Balance	36,486	[1]
AUSTRALIA
Goodwill [Line Items]
Balance	38,587	[1]
Goodwill acquired during the year		[1]
Adjustments to prior year acquisitions		[1]
Effect of foreign currency translation	(3,058)	[1]
Balance	$ 35,529	[1]

[1] Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

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Note 4 - Property, Equipment and Leasehold Improvements

3 Months Ended

Mar. 31, 2015

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment Disclosure [Text Block]

(4)              Property, Equipment and Leasehold Improvements

Property, equipment and leasehold improvements at December 31, 2014 and March 31, 2015, consist of the following (in thousands):

	Estimated useful lives	December 31,		March 31,
	(years)	2014		2015
Building	15	$	2,553	$	2,633
Computer and office equipment	3		19,160		17,126
Furniture and fixtures	3 to 5		4,274		4,425
Leasehold improvements	Lease term		4,836		4,776
			30,824		28,960
Less accumulated depreciation and amortization			15,098		12,905
Totals		$	15,726	$	16,055

Depreciation expense was $1.4 million and $1.7 million for the three months ended March 31, 2014 and 2015, respectively.

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Note 13 - Segment and Geographical Information (Details) - Segment Information (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015		Mar. 31, 2014		Dec. 31, 2014
Note 13 - Segment and Geographical Information (Details) - Segment Information [Line Items]
Revenues	$ 196,316		$ 173,028
Segment profit	31,952		28,010
Depreciation and amortization expense	14,848		14,342
Capital expenditures	(2,229)		(712)
Total assets	943,762	[1]	847,625	[1]	930,144
Long-lived assets	647,583	[1]	618,752	[1]
UNITED STATES
Note 13 - Segment and Geographical Information (Details) - Segment Information [Line Items]
Revenues	121,718		106,049
Segment profit	19,522		15,954
Depreciation and amortization expense	9,411		7,720
Capital expenditures	(1,670)		(402)
Total assets	602,005	[1]	488,362	[1]
Long-lived assets	471,040	[1]	403,354	[1]
CANADA
Note 13 - Segment and Geographical Information (Details) - Segment Information [Line Items]
Revenues	7,949		7,507
Segment profit	634		1,098
Depreciation and amortization expense	582		811
Capital expenditures	(114)
Total assets	22,343	[1]	28,293	[1]
Long-lived assets	15,613	[1]	21,169	[1]
UNITED KINGDOM
Note 13 - Segment and Geographical Information (Details) - Segment Information [Line Items]
Revenues	47,444		42,053
Segment profit	7,699		7,081
Depreciation and amortization expense	2,383		3,175
Capital expenditures	(189)		(290)
Total assets	236,186	[1]	230,597	[1]
Long-lived assets	92,703	[1]	105,373	[1]
AUSTRALIA
Note 13 - Segment and Geographical Information (Details) - Segment Information [Line Items]
Revenues	19,205		17,419
Segment profit	4,097		3,877
Depreciation and amortization expense	2,472		2,636
Capital expenditures	(256)		(20)
Total assets	83,228	[1]	100,373	[1]
Long-lived assets	$ 68,227	[1]	$ 88,856	[1]

[1] Total assets and long-lived assets include goodwill. Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

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Note 3 - Acquisitions (Details) - Pro Forma Results of Operations (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Pro Forma Results of Operations [Abstract]
Pro forma revenues	$ 196,316	$ 187,788
Pro forma net income (loss)	$ 2,024	$ (326)
Pro forma income (loss) per share: Basic	$ 0.05	$ (0.01)
Pro forma income (loss) per share: Diluted	$ 0.05	$ (0.01)

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Note 12 - Income Taxes (Tables)

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

Summary of Income Tax Contingencies [Table Text Block]

Balance at January 1, 2015	$	1,593
Increase to prior year tax positions		11
Increase to current year tax positions		—
Expiration of the statute of limitations for the assessment of taxes		—
Decrease related to settlements		—
Balance at March 31, 2015	$	1,604

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Note 10 - Long-term Debt (Tables)

3 Months Ended

Mar. 31, 2015

Debt Disclosure [Abstract]

Schedule of Debt [Table Text Block]

	December 31,		March 31,
	2014		2015
	(in thousands)
Senior Unsecured Notes Payable (a)	$	250,000	$	250,000
Senior Secured Revolving Credit Facility, Bank of America, N.A. (b)		143,853		140,000
Working capital facilities, Barclays (c)		40,396		38,447
		434,249		428,447
Less current portion		40,396		—
	$	393,853	$	428,447

Schedule of Guarantor Obligations [Table Text Block]

Pricing Tier		Consolidated Senior Secured Leverage Ratio					Commitment Fee/Unused Line Fee			Letter of Credit Fee			Eurocurrency Rate Loans			Base Rate Loans
	1	≥	2.50	to 1.0				0.50	%		3.75	%		3.75	%		2.75	%
	2	≥	2.00	to 1.0 but <	2.50	to 1.0		0.45	%		3.50	%		3.50	%		2.50	%
	3	≥	1.50	to 1.0 but <	2.00	to 1.0		0.40	%		3.25	%		3.25	%		2.25	%
	4	≥	1.00	to 1.0 but <	1.50	to 1.0		0.35	%		3.00	%		3.00	%		2.00	%
	5			<	1.00	to 1.0		0.30	%		2.75	%		2.75	%		1.75	%

XML

Note 10 - Long-term Debt (Details) - Debt (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015		Dec. 31, 2014
Note 10 - Long-term Debt (Details) - Debt [Line Items]
Revolving credit facilities	$ 140,000
	428,447		434,249
Less current portion			40,396
	428,447		393,853
Senior Unsecured Notes Payable [Member]
Note 10 - Long-term Debt (Details) - Debt [Line Items]
Senior Unsecured Notes Payable (a)	250,000	[1]	250,000	[1]
Senior Secured Revolving Credit Facility [Member]
Note 10 - Long-term Debt (Details) - Debt [Line Items]
Revolving credit facilities	140,000	[2]	143,853	[2]
Working Capital Facilities [Member]
Note 10 - Long-term Debt (Details) - Debt [Line Items]
Revolving credit facilities	$ 38,447	[3]	$ 40,396	[3]

[1] On July 19, 2011, the Company closed a private offering of $250.0 million in aggregate principal amount of 9.0% senior notes due 2019 (the "Initial Notes"). The Initial Notes were issued at a price of 100% of their principal amount. A portion of the gross proceeds of $250.0 million were used to repay borrowings outstanding under the Company's Senior Secured Revolving Credit Facility and pay related fees and expenses, and the remainder was used for general corporate purposes, including acquisitions. In June 2012, in accordance with the registration rights granted to the original purchasers of the Initial Notes, the Company completed an exchange offer of the privately placed Initial Notes for new 9.0% senior notes due 2019 (the "Exchange Notes," and together with the Initial Notes, the "Senior Unsecured Notes") registered with the SEC with substantially identical terms to the Initial Notes. The Senior Unsecured Notes are senior obligations of ExamWorks and are guaranteed by ExamWorks' existing and future U.S. subsidiaries (the "Guarantors").

[2] The Company entered into a Senior Secured Revolving Credit Facility agreement dated November 2, 2010 (the "Senior Secured Revolving Credit Facility") with Bank of America, N.A. The facility initially consisted of a $180.0 million revolving credit facility. The facility is available to finance the Company's acquisition program and working capital needs. On February 9, 2011, the Company exercised the accordion feature of the Senior Secured Revolving Credit Facility, increasing the facility from $180.0 million to $245.0 million.

[3] On September 29, 2010, the Company's indirect 100% owned subsidiary UK Independent Medical Services Limited ("UKIM") entered into a Sales Finance Agreement (the "UKIM SFA") with Barclays Bank PLC ("Barclays"), pursuant to which Barclays provides UKIM a working capital facility of up to 5,000,000, subject to the terms and conditions of the UKIM SFA. The working capital facility bore a discount margin of 2.5% over Base Rate and served to finance UKIM's unpaid account receivables. The working capital facility had a minimum term of 36 months. On June 28, 2013, UKIM entered into an amendment to extend the term of the existing UKIM SFA by 24 months from June 28, 2013, to amend the discount margin to 2.4% over Base Rate (0.5% rate on March 31, 2015) and to provide that payments by UKIM for certain non-working capital purposes are permitted under the UKIM SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, UKIM had $6.2 million outstanding under the working capital facility, resulting in approximately $1.2 million in availability. On May 12, 2011, the Company's indirect 100% owned subsidiary Premex Group Limited ("Premex") entered into a Sales Finance Agreement (the "Premex SFA") with Barclays, pursuant to which Barclays provides Premex a working capital facility of up to 26,500,000, subject to the terms and conditions of the Premex SFA. The working capital facility bears a discount margin of 2.4% over Base Rate (0.5% rate on March 31, 2015) and serves to finance Premex's unpaid account receivables. The working capital facility had a minimum term of 36 months. On June 28, 2013, Premex entered into an amendment to extend the term of the existing Premex SFA by 24 months from June 28, 2013, and to provide that payments by Premex for certain non-working capital purposes are permitted under the Premex SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, Premex had $32.2 million outstanding under the working capital facility, resulting in approximately $7.1 million in availability.

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Note 4 - Property, Equipment and Leasehold Improvements (Details) (USD $) In Millions, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Property, Plant and Equipment [Abstract]
Depreciation	$ 1.7	$ 1.4

XML

Note 13 - Segment and Geographical Information (Tables)

3 Months Ended

Mar. 31, 2015

Segment Reporting [Abstract]

Revenue from External Customers by Products and Services [Table Text Block]

Revenues:	For the three months ended March 31,
	2014		2015
IME and other related services (1)	$	154,540	$	167,345
Peer and bill reviews, Medicare compliance services and case management services (1)		18,488		28,971
Total revenues	$	173,028	$	196,316

Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block]

	United						United
	States			Canada			Kingdom			Australia			Total
Three months ended March 31, 2014
Revenues	$	106,049		$	7,507		$	42,053		$	17,419		$	173,028
Segment profit		15,954			1,098			7,081			3,877			28,010
Depreciation and amortization expense		7,720			811			3,175			2,636			14,342
Capital expenditures		(402	)		—			(290	)		(20	)		(712	)
Total assets (3)		488,362			28,293			230,597			100,373			847,625
Long-lived assets (3)		403,354			21,169			105,373			88,856			618,752
Three months ended March 31, 2015
Revenues	$	121,718		$	7,949		$	47,444		$	19,205		$	196,316
Segment profit		19,522			634			7,699			4,097			31,952
Depreciation and amortization expense		9,411			582			2,383			2,472			14,848
Capital expenditures		(1,670	)		(114	)		(189	)		(256	)		(2,229	)
Total assets (3)		602,005			22,343			236,186			83,228			943,762
Long-lived assets (3)		471,040			15,613			92,703			68,227			647,583

Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block]

	For the three months ended March 31,
	2014			2015
Segment Profit		28,010			31,952
Depreciation and amortization		(14,342	)		(14,848	)
Share-based compensation expense		(5,353	)		(6,136	)
Acquisition related transaction costs		(1,192	)		382
Other expenses		—			(210	)
Income from operations	$	7,123		$	11,140

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Note 14 - Condensed Consolidating Financial Information of Guarantor Subsidiaries (Tables)

3 Months Ended

Mar. 31, 2015

Condensed Consolidating Financial Information Of Guarantor Subsidiaries [Abstract]

Condensed Income Statement [Table Text Block]

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Revenues	$	106,049		$	66,979		$	—		$	—	$	173,028
Costs and expenses:
Costs of revenues		71,067			39,968			—			—		111,035
Selling, general and administrative expenses		21,705			18,823			—			—		40,528
Depreciation and amortization		7,720			6,622			—			—		14,342
Total costs and expenses		100,492			65,413			—			—		165,905
Income from operations		5,557			1,566			—			—		7,123
Interest and other expenses, net		5,692			1,885			—			—		7,577
Loss before income taxes		(135	)		(319	)		—			—		(454	)
Provision (benefit) for income taxes		(1,642	)		1,477			—			—		(165	)
Net loss before earnings of consolidated subsidiaries	$	1,507		$	(1,796	)	$	—		$	—	$	(289	)
Net income (loss) of consolidated subsidiaries		(1,796	)		—			(1,796	)		3,592		—
Net income (loss)	$	(289	)	$	(1,796	)	$	(1,796	)	$	3,592	$	(289	)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Revenues	$	121,718		$	74,598	$	—	$	—		$	196,316
Costs and expenses:
Costs of revenues		82,334			45,842		—		—			128,176
Selling, general and administrative expenses		23,014			19,138		—		—			42,152
Depreciation and amortization		9,411			5,437		—		—			14,848
Total costs and expenses		114,759			70,417		—		—			185,176
Income from operations		6,959			4,181		—		—			11,140
Interest and other expenses, net		6,409			1,595		—		—			8,004
Income before income taxes		550			2,586		—		—			3,136
Provision (benefit) for income taxes		(594	)		1,706		—		—			1,112
Net income before earnings of consolidated subsidiaries	$	1,144		$	880	$	—	$	—		$	2,024
Net income (loss) of consolidated subsidiaries		880			—		880		(1,760	)		—
Net income (loss)	$	2,024		$	880	$	880	$	(1,760	)	$	2,024

Condensed Balance Sheet [Table Text Block]

	Guarantor Subsidiaries		Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Assets
Current assets:
Cash and cash equivalents	$	388	$	9,363	$	—	$	—		$	9,751
Accounts receivable, net		55,684		147,505		—		—			203,189
Intercompany receivable		42,002		—		10,667		(52,669	)		—
Prepaid expenses		8,248		5,557		—		—			13,805
Deferred tax assets		3,780		—		—		(4	)		3,776
Other current assets		272		1,165		—		—			1,437
Total current assets		110,374		163,590		10,667		(52,673	)		231,958
Property, equipment and leasehold improvements, net		10,394		5,332		—		—			15,726
Investment in subsidiaries		217,344		—		591,435		(808,779	)		—
Intercompany notes receivable		174,464		—		174,464		(348,928	)		—
Goodwill		387,104		108,575		—		—			495,679
Intangible assets, net		64,530		38,053		—		—			102,583
Long-term accounts receivable, less current portion		—		46,401		—		—			46,401
Deferred tax assets, noncurrent		22,505		7,177		—		—			29,682
Deferred financing costs, net		6,140		29		—		—			6,169
Other assets		663		1,283		—		—			1,946
Total assets	$	993,518	$	370,440	$	776,566	$	(1,210,380	)	$	930,144
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	20,163	$	36,870	$	—	$	—		$	57,033
Intercompany payable		10,667		42,002		—		(52,669	)		—
Accrued expenses		23,904		30,074		—		—			53,978
Accrued interest expense		—		—		10,667		—			10,667
Deferred revenue		244		6,158		—		—			6,402
Deferred tax liability		—		4		—		(4	)		—
Current portion of contingent earnout obligation		—		4,473		—		—			4,473
Current portion of working capital facilities		—		40,396		—		—			40,396
Other current liabilities		2,363		4,587		—		—			6,950
Total current liabilities		57,341		164,564		10,667		(52,673	)		179,899
Senior unsecured notes payable		—		—		250,000		—			250,000
Senior secured revolving credit facility and working capital facilities, less current portion		—		—		143,853		—			143,853
Intercompany notes payable		174,464		174,464		—		(348,928	)		—
Long-term contingent earnout obligation, less current portion		—		2,114		—		—			2,114
Other long-term liabilities		1,795		7,608		—		—			9,403
Total liabilities		233,600		348,750		404,520		(401,601	)		585,269
Commitments and contingencies
Stockholders’ equity (deficit)		759,918		21,690		372,046		(808,779	)		344,875
Total liabilities and stockholders' equity (deficit)	$	993,518	$	370,440	$	776,566	$	(1,210,380	)	$	930,144

	Guarantor Subsidiaries		Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Assets
Current assets:
Cash and cash equivalents	$	9,202	$	11,080	$	—	$	—		$	20,282
Accounts receivable, net		57,518		148,241		—		—			205,759
Intercompany receivable		44,998		—		5,027		(50,025	)		—
Prepaid expenses		7,991		4,597		—		—			12,588
Deferred tax assets		3,938		101		—		—			4,039
Other current assets		958		1,113		—		—			2,071
Total current assets		124,605		165,132		5,027		(50,025	)		244,739
Property, equipment and leasehold improvements, net		11,118		4,937		—		—			16,055
Investment in subsidiaries		218,225		—		594,614		(812,839	)		—
Intercompany notes receivable		174,385		—		174,385		(348,770	)		—
Goodwill		388,379		101,628		—		—			490,007
Intangible assets, net		60,527		31,101		—		—			91,628
Long-term accounts receivable, less current portion		—		47,743		—		—			47,743
Deferred tax assets, noncurrent		38,661		7,076		—		—			45,737
Deferred financing costs, net		5,690		14		—		—			5,704
Other assets		695		1,454		—		—			2,149
Total assets	$	1,022,285	$	359,085	$	774,026	$	(1,211,634	)	$	943,762
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	21,126	$	36,311	$	—	$	—		$	57,437
Intercompany payable		5,027		44,998		—		(50,025	)		—
Accrued expenses		23,343		29,102		—		—			52,445
Accrued interest expense		—		—		5,027		—			5,027
Deferred revenue		300		5,126		—		—			5,426
Current portion of contingent earnout obligation		—		4,393		—		—			4,393
Other current liabilities		2,634		4,601		—		—			7,235
Total current liabilities		52,430		124,531		5,027		(50,025	)		131,963
Senior unsecured notes payable		—		—		250,000		—			250,000
Senior secured revolving credit facility and working capital facilities, less current portion		—		38,447		140,000		—			178,447
Intercompany notes payable		174,385		174,385		—		(348,770	)		—
Deferred tax liability, noncurrent		10,580		—		—		—			10,580
Other long-term liabilities		3,364		8,255		—		—			11,619
Total liabilities		240,759		345,618		395,027		(398,795	)		582,609
Commitments and contingencies
Stockholders’ equity (deficit)		781,526		13,467		378,999		(812,839	)		361,153
Total liabilities and stockholders' equity (deficit)	$	1,022,285	$	359,085	$	774,026	$	(1,211,634	)	$	943,762

Condensed Cash Flow Statement [Table Text Block]

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Net cash provided by operating activities	$	1,369		$	1,836		$	—		$	—	$	3,205
Investing activities:
Cash paid for acquisitions, net		(87,615	)		(9,538	)		—			—		(97,153	)
Purchases of building, equipment and leasehold improvements, net		(402	)		(310	)		—			—		(712	)
Working capital and other settlements for acquisitions		—			(1,142	)		—			—		(1,142	)
Cash paid for foreign currency net investment hedges		(3,356	)		—			—			—		(3,356	)
Other		(839	)		—			—			—		(839	)
Net cash used in investing activities		(92,212	)		(10,990	)		—			—		(103,202	)
Financing activities:
Borrowings under senior secured revolving credit facility		—			—			121,012			—		121,012
Proceeds from the exercise of options and warrants		—			—			14,637			—		14,637
Excess tax benefit related to share-based compensation		—			—			6,190			—		6,190
Net borrowings under working capital facilities		—			4,123			—			—		4,123
Payment of deferred financing costs		—			—			(225	)		—		(225	)
Repayment of subordinated unsecured notes payable		(333	)		—			—			—		(333	)
Repayment under senior secured revolving credit facility		—			—			(50,000	)		—		(50,000	)
Intercompany notes and investments and other		91,614			—			(91,614	)		—		—
Net cash provided by financing activities		91,281			4,123			—			—		95,404
Exchange rate impact on cash and cash equivalents		—			268			—			—		268
Net increase (decrease) in cash and cash equivalents		438			(4,763	)		—			—		(4,325	)
Cash and cash equivalents, beginning of period		760			12,069			—			—		12,829
Cash and cash equivalents, end of period	$	1,198		$	7,306		$	—		$	—	$	8,504

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Net cash provided by operating activities	$	2,226		$	3,938		$	—		$	—	$	6,164
Investing activities:
Cash paid for acquisitions, net		(2,299	)		—			—			—		(2,299	)
Purchases of building, equipment and leasehold improvements, net		(1,670	)		(559	)		—			—		(2,229	)
Working capital and other settlements for acquisitions		(91	)		—			—			—		(91	)
Proceeds from foreign currency net investment hedges		4,812			—			—			—		4,812
Other		(1,250	)		—			—			—		(1,250	)
Net cash used in investing activities		(498	)		(559	)		—			—		(1,057	)
Financing activities:
Borrowings under senior secured revolving credit facility		—			—			25,478			—		25,478
Proceeds from the exercise of options and warrants		—			—			8,855			—		8,855
Excess tax benefit related to share-based compensation		—			—			2,086			—		2,086
Net repayments under working capital facilities		—			(132	)		—			—		(132	)
Repayment of contingent earnout obligation		—			(1,023	)		—			—		(1,023	)
Repayment under senior secured revolving credit facility		—			—			(29,331	)		—		(29,331	)
Intercompany notes and investments and other		7,088			—			(7,088	)		—		—
Net cash provided by financing activities		7,088			(1,155	)		—			—		5,933
Exchange rate impact on cash and cash equivalents		—			(509	)		—			—		(509	)
Net increase (decrease) in cash and cash equivalents		8,816			1,715			—			—		10,531
Cash and cash equivalents, beginning of period		388			9,363			—			—		9,751
Cash and cash equivalents, end of period	$	9,204		$	11,078		$	—		$	—	$	20,282

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Note 3 - Acquisitions

3 Months Ended

Mar. 31, 2015

Disclosure Text Block Supplement [Abstract]

Mergers, Acquisitions and Dispositions Disclosures [Text Block]

(3)           Acquisitions

ExamWorks operates in a highly fragmented industry and as of March 31, 2015 has completed 50 acquisitions since July 14, 2008. A key component of ExamWorks’ acquisition strategy is growth through acquisitions that expand its geographic coverage, that provide new or complementary lines of business, expand its portfolio of services and that increase its market share.

The Company has accounted for all business combinations using the purchase method to record a new cost basis for the assets acquired and liabilities assumed. The Company recorded, based on a preliminary purchase price allocation, intangible assets representing client relationships, tradenames, covenants not to compete, technology and the excess of purchase price over the estimated fair value of the tangible assets acquired and liabilities assumed as goodwill in the accompanying consolidated financial statements. The goodwill is attributable to synergies achieved through the streamlining of operations combined with improved margins attainable through increased market presence. The results of operations are reflected in the consolidated financial statements of the Company from the date of acquisition.

(a)             2014 Acquisitions

In 2014, the Company completed the following individually insignificant acquisitions, as defined in SEC Regulation S-X Rule 3-05, with an aggregate purchase price of $194.8 million, comprised of $189.0 million cash consideration less cash acquired of $1.1 million, and $6.9 million of contingent consideration. In conjunction with these 2014 acquisitions, the Company incurred transaction costs of $1.6 million, of which $753,000 was incurred in the three months ended March 31, 2014. The Company did not incur any costs associated with the indicated acquisitions in the first quarter of 2015. These amounts are reported in SGA expenses in the Company’s accompanying Consolidated Statements of Comprehensive Loss. These acquisitions enhanced and expanded the presence of the service offerings of the Company. 

Company name	Form of acquisition	Date of acquisition
Newton Medical Group (United States)	Substantially all of the assets and assumed certain liabilities	January 13, 2014
Cheselden (United Kingdom)	100% of the outstanding share capital	January 16, 2014
G&L Intermediate Holdings (“Gould & Lamb”) (United States)	100% of the outstanding common stock	February 3, 2014
Assess Medical Group Pty Ltd (Australia)	100% of the outstanding common stock	February 14, 2014
Solomon Associates (United States)	Substantially all of the assets and assumed certain liabilities	May 30, 2014
Ability Services Network (United States)	100% of the outstanding common stock	June 6, 2014
Expert Medical Opinions (United States)	Substantially all of the assets and assumed certain liabilities	August 22, 2014

The preliminary allocation of consideration for these acquisitions is summarized as follows (in thousands):

	Preliminary purchase price allocation December 31, 2014			Adjustments/ reclassifications			Preliminary purchase price allocation March 31, 2015
Equipment and leasehold improvements		886			—			886
Customer relationships		50,216			—			50,216
Tradenames		10,342			—			10,342
Covenants not to compete		590			—			590
Technology		1,870			—			1,870
Goodwill		136,034			468			136,502
Net deferred tax liability associated with step-up in book basis		(9,041	)		—			(9,041	)
Assets acquired and liabilities assumed, net		3,785			(377	)		3,408
Totals		194,682			91			194,773

In 2015, the Company recorded adjustments to working capital resulting in an increase in total consideration paid of $91,000. Goodwill of $116.5 million and other intangible assets of $36.7 million are expected to be deductible for U.S. federal income tax purposes, a portion of which are subject to the provisions of IRC Section 901(m) which contain certain foreign tax credit limitations. The Company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed but the Company is waiting for additional information necessary to finalize those fair values. Thus, the provisional measurements of fair value set forth above are subject to change. Such changes are not expected to be significant. The Company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date.

(b)             2015Acquisition

In 2015, the Company completed the following individually insignificant acquisition, as defined in SEC Regulation S-X Rule 3-05, with a purchase price of $2.3 million, comprised of $2.7 million cash consideration less cash acquired of $405,000. In conjunction with the 2015 acquisition, the Company incurred transaction costs of $52,000, none of which were incurred in the three months ended March 31, 2015. The Company did not incur any costs associated with the indicated acquisition in the first quarter of 2014. These amounts are reported in SGA expenses in the Company’s accompanying Consolidated Statements of Comprehensive Loss. This acquisition enhanced and expanded the presence of the service offerings of the Company.

Company name	Form of acquisition	Date of acquisition
ReliableRS (United States)	Substantially all of the assets and assumed certain liabilities	January 2, 2015

The preliminary allocation of consideration for this acquisition is summarized as follows (in thousands):

	Preliminary purchase price allocation March 31, 2015
Equipment and leasehold improvements	$	22
Customer relationships		1,080
Tradename		270
Goodwill		807
Assets acquired and liabilities assumed, net		120
Total	$	2,299

Goodwill of $807,000 and other intangible assets of $1.4 million are expected to be deductible for U.S. federal income tax purposes. The Company believes that information gathered to date provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed but the Company is waiting for additional information necessary to finalize those fair values. Thus, the provisional measurements of fair value set forth above are subject to change. Such changes are not expected to be significant. The Company expects to complete the purchase price allocation as soon as practicable but no later than one year from the acquisition date. The 2015 acquisition contributed $616,000 in revenues and $19,000 in operating loss for the three months ended March 31, 2015.

(c)               Pro forma Financial Information

The following unaudited pro forma results of operations for the three months ended March 31, 2014 and 2015 assumes that the 2014 acquisitions were completed on January 1, 2013 and the 2015 acquisition was completed on January 1, 2014. ReliableRS was acquired on January 2, 2015, thus there are no differences between the reported and pro forma results of operations for the three months ended March 31, 2015.

For the three months ended March 31, 2014, the pro forma results include adjustments to reflect reduced interest and other expenses of $393,000, associated with the elimination of the pre-acquisition debt related to certain acquisitions.  In addition, incremental depreciation and amortization expense was recorded as if the acquisitions had occurred on the dates referenced above and amounted to $2.4 million for the three months ended March 31, 2014.  Finally, adjustments of $4.1 million were made to reduce SGA expenses for the three months ended March 31, 2014, principally related to certain salary and other personal expenses attributable to the previous owners of the acquired businesses.  These adjustments represent contractual reductions and are considered to be non-recurring and are not expected to have a continuing impact on the operations of the Company.

	Three months ended March 31,
	2014			2015
	(In thousands, except per share data)
Pro forma revenues	$	187,788		$	196,316
Pro forma net income (loss)		(326	)		2,024
Pro forma income (loss) per share: Basic	$	(0.01	)	$	0.05
Pro forma income (loss) per share: Diluted	$	(0.01	)	$	0.05

The pro forma financial information presented above is not necessarily indicative of either the results of operations that would have occurred had the acquisitions been effective as of January 1 of the respective years or of future operations of the Company.

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Note 1 - Nature of Operations and Basis of Presentation (Details)	81 Months Ended	87 Months Ended
	Mar. 31, 2015	Mar. 31, 2015
Disclosure Text Block [Abstract]
Number of Businesses Acquired	50	51
Number Of Service Centers	65	65
Number of States in which Entity Operates	50	50

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Note 3 - Acquisitions (Details) (USD $)	3 Months Ended		81 Months Ended	87 Months Ended	12 Months Ended
	Mar. 31, 2015	Mar. 31, 2014	Mar. 31, 2015	Mar. 31, 2015	Dec. 31, 2014
Note 3 - Acquisitions (Details) [Line Items]
Number of Businesses Acquired			50	51
Business Combination, Acquisition Related Costs	$ (382,000)	$ 1,192,000
Business Combination, Pro Forma Information, Adjustments to Interest and Other Expenses Related to Funding of Acquisition		393,000
Business Combination, Pro Forma Information, Incremental Depreciation and Amoritzation		2,400,000
Business Combination, Pro Forma Information, Adjustments to Selling, General and Administrative Expense		4,100,000
Scenario, Adjustment [Member] | 2014 Acquisitions [Member]
Note 3 - Acquisitions (Details) [Line Items]
Business Combination, Consideration Transferred	91,000				91,000
Selling, General and Administrative Expenses [Member] | 2014 Acquisitions [Member]
Note 3 - Acquisitions (Details) [Line Items]
Business Combination, Acquisition Related Costs	0	753,000
2014 Acquisitions [Member]
Note 3 - Acquisitions (Details) [Line Items]
Business Combination, Consideration Transferred	194,773,000				194,800,000
Payments to Acquire Businesses, Gross					189,000,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents					1,100,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities					6,900,000
Business Acquisition, Transaction Costs					1,600,000
Business Acquisition, Goodwill, Expected Tax Deductible Amount	116,500,000		116,500,000	116,500,000
Business Acquisition Purchase Price Allocation Intangible Assets Expected Tax Deductible Amount	36,700,000		36,700,000	36,700,000
2015 Acquisitions [Member]
Note 3 - Acquisitions (Details) [Line Items]
Business Combination, Consideration Transferred	2,299,000
Payments to Acquire Businesses, Gross	2,700,000
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Cash and Equivalents	405,000		405,000	405,000
Business Acquisition, Transaction Costs	52,000		52,000	52,000
Business Combination, Acquisition Related Costs	0	0
Business Acquisition, Goodwill, Expected Tax Deductible Amount	807,000		807,000	807,000
Business Acquisition Purchase Price Allocation Intangible Assets Expected Tax Deductible Amount	1,400,000		1,400,000	1,400,000
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual	616,000
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual	$ (19,000)

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Note 9 - Commitments and Contingencies (Details) (USD $)	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Commitments and Contingencies Disclosure [Abstract]
Operating Leases, Rent Expense	$ 4,200,000	$ 3,500,000
Defined Contribution Plan, Cost Recognized	$ 370,000	$ 228,000

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Consolidated Balance Sheets (Unaudited) (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015		Dec. 31, 2014
Current assets:
Cash and cash equivalents	$ 20,282		$ 9,751
Accounts receivable, net	205,759		203,189
Prepaid expenses	12,588		13,805
Deferred tax assets	4,039		3,776
Other current assets	2,071		1,437
Total current assets	244,739		231,958
Property, equipment and leasehold improvements, net	16,055		15,726
Goodwill	490,007	[1]	495,679	[1]
Intangible assets, net	91,628		102,583
Long-term accounts receivable, less current portion	47,743		46,401
Deferred tax assets, noncurrent	45,737		29,682
Deferred financing costs, net	5,704		6,169
Other assets	2,149		1,946
Total assets	943,762	[2]	930,144
Current liabilities:
Accounts payable	57,437		57,033
Accrued expenses	52,445		53,978
Accrued interest expense	5,027		10,667
Deferred revenue	5,426		6,402
Current portion of contingent earnout obligation	4,393		4,473
Current portion of working capital facilities			40,396
Other current liabilities	7,235		6,950
Total current liabilities	131,963		179,899
Senior unsecured notes payable	250,000		250,000
Senior secured revolving credit facility and working capital facilities, less current portion	178,447		143,853
Long-term contingent earnout obligation, less current portion			2,114
Deferred tax liability, noncurrent	10,580
Other long-term liabilities	11,619		9,403
Total liabilities	582,609		585,269
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.0001 par value; Authorized 50,000 shares; no shares issued and outstanding at December 31, 2014 and March 31, 2015	0		0
Common stock, $0.0001 par value; Authorized 250,000 shares; issued and outstanding 40,371 and 41,280 shares at December 31, 2014 and March 31, 2015, respectively	4		4
Additional paid-in capital	424,076		403,945
Accumulated other comprehensive loss	(20,253)		(14,376)
Accumulated deficit	(34,186)		(36,210)
Treasury stock, at cost; Outstanding 905 shares at December 31, 2014 and March 31, 2015	(8,488)		(8,488)
Total stockholders’ equity	361,153		344,875
Total liabilities and stockholders' equity	$ 943,762		$ 930,144

[1] Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

[2] Total assets and long-lived assets include goodwill. Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

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Note 4 - Property, Equipment and Leasehold Improvements (Details) - Property, Equipment and Leasehold Improvements (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Property, Plant and Equipment [Line Items]
Property, plant, and equipment	$ 28,960	$ 30,824
Less accumulated depreciation and amortization	12,905	15,098
Totals	16,055	15,726
Building [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	15 years
Property, plant, and equipment	2,633	2,553
Computer and Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Property, plant, and equipment	17,126	19,160
Furniture and Fixtures [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	3 years
Furniture and Fixtures [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives	5 years
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment	4,425	4,274
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property, plant, and equipment	$ 4,776	$ 4,836

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Note 1 - Nature of Operations and Basis of Presentation

3 Months Ended

Mar. 31, 2015

Disclosure Text Block [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

(1) Nature of Operations and Basis of Presentation

ExamWorks Group, Inc. (“ExamWorks” or the “Company”) is a leading provider of independent medical examinations (“IMEs”), peer and bill reviews, Medicare compliance services, case management services and other related services (“IME services” or the “IME industry”). ExamWorks, Inc. was incorporated as a Delaware corporation on April 27, 2007. Since 2008 through the date of this filing, ExamWorks completed 51 acquisitions. As of March 31, 2015, ExamWorks, Inc. operated out of 65 service centers serving all 50 U.S. states, Canada, the United Kingdom and Australia. 

The consolidated financial statements of the Company as of March 31, 2015 and for the periods ended March 31, 2014 and 2015 included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and have not been audited by its independent registered public accounting firm. In the opinion of management, all adjustments of a normal and recurring nature necessary to present fairly the financial position and results of operations and cash flows for all periods presented have been made. Pursuant to SEC rules and regulations, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted from these statements unless significant changes have taken place since the end of the Company's most recent fiscal year. The Company's December 31, 2014 Consolidated Balance Sheet was derived from audited consolidated financial statements and notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2014, (the “Form 10-K”), but does not include all disclosures required by U.S. GAAP. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Form 10-K. The results of operations for the three months ended March 31, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015.

The consolidated financial statements include the accounts of ExamWorks and its 100% owned subsidiaries. Significant intercompany accounts and transactions have been eliminated in consolidation.

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Note 12 - Income Taxes (Details) - Unrecognized Tax Benefits (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015
Unrecognized Tax Benefits [Abstract]
Unrecognized tax benefit	$ 1,593
Increase to prior year tax positions	11
Increase to current year tax positions	0
Expiration of the statute of limitations for the assessment of taxes	0
Decrease related to settlements	0
Unrecognized tax benefit	$ 1,604

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Note 2 - Summary of Significant Accounting Policies (Details) - Assumptions Utilized for Stock Option Grants (USD $)	3 Months Ended
	Mar. 31, 2015
Assumptions Utilized for Stock Option Grants [Abstract]
Volatility	48.59%
Expected life (years)	6 years
Risk-free interest rate	2.01%
Fair value (in Dollars per share)	$ 19.37

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Note 14 - Condensed Consolidating Financial Information of Guarantor Subsidiaries (Details) - Condensed Consolidating Balance Sheet (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015		Dec. 31, 2014		Mar. 31, 2014		Dec. 31, 2013
Current assets:
Cash and cash equivalents	$ 20,282		$ 9,751		$ 8,504		$ 12,829
Accounts receivable, net	205,759		203,189
Prepaid expenses	12,588		13,805
Deferred tax assets	4,039		3,776
Other current assets	2,071		1,437
Total current assets	244,739		231,958
Property, equipment and leasehold improvements, net	16,055		15,726
Goodwill	490,007	[1]	495,679	[1]
Intangible assets, net	91,628		102,583
Long-term accounts receivable, less current portion	47,743		46,401
Deferred tax assets, noncurrent	45,737		29,682
Deferred financing costs, net	5,704		6,169
Other assets	2,149		1,946
Total assets	943,762	[2]	930,144		847,625	[2]
Current liabilities:
Accounts payable	57,437		57,033
Accrued expenses	52,445		53,978
Accrued interest expense	5,027		10,667
Deferred revenue	5,426		6,402
Deferred tax liability, noncurrent	10,580
Current portion of contingent earnout obligation	4,393		4,473
Current portion of working capital facilities			40,396
Other current liabilities	7,235		6,950
Total current liabilities	131,963		179,899
Senior unsecured notes payable	250,000		250,000
Senior secured revolving credit facility	178,447		143,853
Long-term contingent earnout obligation, less current portion			2,114
Other long-term liabilities	11,619		9,403
Total liabilities	582,609		585,269
Commitments and contingencies
Stockholders’ equity (deficit)	361,153		344,875
Total liabilities and stockholders' equity (deficit)	943,762		930,144
Consolidation, Eliminations [Member]
Current assets:
Intercompany receivable	(50,025)		(52,669)
Deferred tax assets			(4)
Total current assets	(50,025)		(52,673)
Investment in subsidiaries	(812,839)		(808,779)
Intercompany notes receivable	(348,770)		(348,928)
Total assets	(1,211,634)		(1,210,380)
Current liabilities:
Intercompany payable	(50,025)		(52,669)
Deferred tax liability, noncurrent			(4)
Total current liabilities	(50,025)		(52,673)
Intercompany notes payable	(348,770)		(348,928)
Total liabilities	(398,795)		(401,601)
Commitments and contingencies
Stockholders’ equity (deficit)	(812,839)		(808,779)
Total liabilities and stockholders' equity (deficit)	(1,211,634)		(1,210,380)
Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents	9,202		388		1,198		760
Accounts receivable, net	57,518		55,684
Intercompany receivable	44,998		42,002
Prepaid expenses	7,991		8,248
Deferred tax assets	3,938		3,780
Other current assets	958		272
Total current assets	124,605		110,374
Property, equipment and leasehold improvements, net	11,118		10,394
Investment in subsidiaries	218,225		217,344
Intercompany notes receivable	174,385		174,464
Goodwill	388,379		387,104
Intangible assets, net	60,527		64,530
Deferred tax assets, noncurrent	38,661		22,505
Deferred financing costs, net	5,690		6,140
Other assets	695		663
Total assets	1,022,285		993,518
Current liabilities:
Accounts payable	21,126		20,163
Intercompany payable	5,027		10,667
Accrued expenses	23,343		23,904
Deferred revenue	300		244
Deferred tax liability, noncurrent	10,580
Other current liabilities	2,634		2,363
Total current liabilities	52,430		57,341
Intercompany notes payable	174,385		174,464
Other long-term liabilities	3,364		1,795
Total liabilities	240,759		233,600
Commitments and contingencies
Stockholders’ equity (deficit)	781,526		759,918
Total liabilities and stockholders' equity (deficit)	1,022,285		993,518
Non-Guarantor Subsidiaries [Member]
Current assets:
Cash and cash equivalents	11,080		9,363		7,306		12,069
Accounts receivable, net	148,241		147,505
Prepaid expenses	4,597		5,557
Deferred tax assets	101
Other current assets	1,113		1,165
Total current assets	165,132		163,590
Property, equipment and leasehold improvements, net	4,937		5,332
Goodwill	101,628		108,575
Intangible assets, net	31,101		38,053
Long-term accounts receivable, less current portion	47,743		46,401
Deferred tax assets, noncurrent	7,076		7,177
Deferred financing costs, net	14		29
Other assets	1,454		1,283
Total assets	359,085		370,440
Current liabilities:
Accounts payable	36,311		36,870
Intercompany payable	44,998		42,002
Accrued expenses	29,102		30,074
Deferred revenue	5,126		6,158
Deferred tax liability, noncurrent			4
Current portion of contingent earnout obligation	4,393		4,473
Current portion of working capital facilities			40,396
Other current liabilities	4,601		4,587
Total current liabilities	124,531		164,564
Senior secured revolving credit facility	38,447
Intercompany notes payable	174,385		174,464
Long-term contingent earnout obligation, less current portion			2,114
Other long-term liabilities	8,255		7,608
Total liabilities	345,618		348,750
Commitments and contingencies
Stockholders’ equity (deficit)	13,467		21,690
Total liabilities and stockholders' equity (deficit)	359,085		370,440
Parent Company [Member]
Current assets:
Intercompany receivable	5,027		10,667
Total current assets	5,027		10,667
Investment in subsidiaries	594,614		591,435
Intercompany notes receivable	174,385		174,464
Total assets	774,026		776,566
Current liabilities:
Accrued interest expense	5,027		10,667
Total current liabilities	5,027		10,667
Senior unsecured notes payable	250,000		250,000
Senior secured revolving credit facility	140,000		143,853
Total liabilities	395,027		404,520
Commitments and contingencies
Stockholders’ equity (deficit)	378,999		372,046
Total liabilities and stockholders' equity (deficit)	$ 774,026		$ 776,566

[1] Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

[2] Total assets and long-lived assets include goodwill. Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

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Note 2 - Summary of Significant Accounting Policies (Tables)

3 Months Ended

Mar. 31, 2015

Accounting Policies [Abstract]

Schedule of Weighted Average Number of Shares [Table Text Block]

	Three Months Ended March 31, 2015
Net income	$	2,024
Weighted average basic shares outstanding:
Common stock		40,418
Weighted average diluted shares outstanding:
Common stock		40,418
Dilutive securities		2,262
Total		42,680

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	2015
Volatility		48.59	%
Expected life (years)		6.00
Risk-free interest rate		2.01	%
Dividend yield		—
Fair value	$	19.37

Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

	Number of options			Weighted average exercise price		Weighted average remaining contractual life (years)		Aggregate intrinsic value (in thousands)
Outstanding at December 31, 2014		4,965,947		$	12.96
Options granted		30,000			40.22
Options forfeited		(15,000	)		25.44
Options exercised		(630,820	)		14.04
Outstanding at March 31, 2015		4,350,127		$	12.95
Exercisable at March 31, 2015		3,745,257		$	10.26		5.9	$	117,454

Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block]

	Number of awards			Weighted average grant date fair value
Non-vested awards at December 31, 2014		880,433		$	25.46
Awards granted		612,637			40.54
Awards vested		(176,848	)		18.00
Awards forfeited		(7,880	)		30.46
Non-vested awards at March 31, 2015		1,308,342		$	33.50

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]

	Level 1		Level 2			Level 3			Total
As of December 31, 2014
Financial instruments:
Contingent consideration	$	—	$	—		$	(6,587	)	$	(6,587	)
Foreign currency derivative asset		—		272			—			272
As of March 31, 2015
Financial instruments:
Contingent consideration	$	—	$	—		$	(4,393	)	$	(4,393	)
Foreign currency derivative liability		—		(159	)		—			(159	)
Foreign currency derivative asset		—		958			—			958

Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block]

	Foreign Currency Translation			Net investment hedge - foreign exchange contract			Net investment hedge - Australian denominated debt		Total
Balance at December 31, 2014	$	(18,026	)	$	3,445		$	205	$	(14,376	)
Change during 2015:
Before-tax amount		(13,310	)		5,339			—		(7,971	)
Tax (expense) benefit		4,207			(2,113	)		—		2,094
Total activity in 2015		(9,103	)		3,226			—		(5,877	)
Balance at March 31, 2015	$	(27,129	)	$	6,671		$	205	$	(20,253	)

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Note 2 - Summary of Significant Accounting Policies (Details) - Stock Option Activity (USD $) In Thousands, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Stock Option Activity [Abstract]
Outstanding	4,350,127	4,965,947
Outstanding - weighted average exercise price	$ 12.95	$ 12.96
Exercisable at March 31, 2015	3,745,257
Exercisable at March 31, 2015	$ 10.26
Exercisable at March 31, 2015	5 years 328 days
Exercisable at March 31, 2015	$ 117,454
Options granted	30,000
Options granted	$ 40.22
Options forfeited	(15,000)
Options forfeited	$ 25.44
Options exercised	(630,820)
Options exercised	$ 14.04

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Note 4 - Property, Equipment and Leasehold Improvements (Tables)

3 Months Ended

Mar. 31, 2015

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment [Table Text Block]

	Estimated useful lives	December 31,		March 31,
	(years)	2014		2015
Building	15	$	2,553	$	2,633
Computer and office equipment	3		19,160		17,126
Furniture and fixtures	3 to 5		4,274		4,425
Leasehold improvements	Lease term		4,836		4,776
			30,824		28,960
Less accumulated depreciation and amortization			15,098		12,905
Totals		$	15,726	$	16,055

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Note 2 - Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2015

Accounting Policies [Abstract]

Significant Accounting Policies [Text Block]

(2)              Summary of Significant Accounting Policies

(a)             Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on certain assumptions which they believe are reasonable in the circumstances and actual results could differ from those estimates. The more significant estimates reflected in these consolidated financial statements include the valuation of equity awards, purchase price allocations, useful lives of intangible assets, potential impairment of goodwill and intangible assets, the allowance for doubtful accounts, the portion of accounts receivable deemed to be long term in nature, and the valuation of deferred tax assets, share-based compensation and derivative instruments.

(b)              Foreign Currencies

Assets and liabilities recorded in foreign currencies are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates of exchange prevailing during the year. Translation adjustments resulting from this process are recorded to other comprehensive income (loss) and are reported net of the effect of income taxes on the consolidated financial statements (See Note 2 (p) to the Consolidated Financial Statements).

(c)              Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of December 31, 2014 and March 31, 2015.

(d)              Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable consist of amounts owed to the Company for services provided in the normal course of business and are reported net of allowance for doubtful accounts, which amounted to $9.9 million and $10.3 million as of December 31, 2014 and March 31, 2015, respectively. Generally, no collateral is received from customers and additions to the allowance are based on ongoing credit evaluations of customers with general credit experience being within the range of management’s expectations. Accounts are reviewed regularly for collectability and those deemed uncollectible are written off.  The Company assumes, that on average, all accounts receivable will be collected within one year and thus classifies these as current assets; however there are certain receivables, primarily in the U.K., that have aged longer than one year as of December 31, 2014 and March 31, 2015, and the Company has recorded an estimate for those receivables that will not be collected within one year as long-term in the Consolidated Balance Sheets. 

(e)               Concentrations of Credit Risk

The Company routinely assesses the financial strength of its customers and establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. For the three months ended March 31, 2014 and 2015, no individual customer accounted for more than 10% of revenues. At December 31, 2014 and March 31, 2015 there was one individual customer that accounted for approximately 14% and 16%, respectively, of the accounts receivable balance.

As of March 31, 2015, the Company had cash and cash equivalents totaling approximately $20.3 million. These amounts were held for future acquisition and working capital purposes and were held in non-interest bearing accounts, of which $9.2 million were held in the U.S. The U.S. amounts were insured under standard FDIC insurance coverage for deposit accounts up to $250,000, per depositor and account ownership category, at each separately insured depository institution.

(f)                Property, Equipment and Leasehold Improvements

Property, equipment and leasehold improvements are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets and accelerated methods for income tax purposes. Leasehold improvements are amortized over the lesser of their expected useful life or the remaining lease term. Maintenance and repair costs are expensed as incurred.

(g)               Long-Lived Assets

In accordance with Impairment or Disposal of Long-Lived Assets, Subsections of Financial Accounting Standards Board (“FASB”) ASC Subtopic 360-10 (“ASC 360”),  Property, Plant, and Equipment — Overall, long-lived assets, such as equipment and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models (using market participant assumptions), quoted market values and third-party independent appraisals, as considered necessary. At December 31, 2014 and March 31, 2015, no impairment was noted.

(h)              Goodwill and Other Intangible Assets

Goodwill is an asset representing the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. Goodwill is reviewed for impairment at least annually in accordance with the provisions of FASB ASC Topic 350,  Intangibles — Goodwill and Other  (“ASC 350”). The goodwill impairment test is a two-step test. Under the first step, the fair value of the reporting units are compared with their carrying values (including goodwill). If the fair value of a reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and the enterprise must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit's goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis (using market participant assumptions). If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed.

The Company performed its annual impairment review of goodwill in October of 2014 and it was determined that the carrying amount of goodwill was not impaired as the fair value of the reporting units substantially exceeded their carrying values and there have been no subsequent developments that would indicate impairment exists as of March 31, 2015. The goodwill impairment review will continue to be performed annually and more frequently if facts and circumstances warrant a review.

ASC 350 also requires that intangible assets with definite lives be amortized over their estimated useful lives. Currently, customer relationships, trade names, covenants not-to-compete and technology are amortized using the straight-line method over estimated useful lives.

(i)                Deferred Financing Costs

In November 2010, the Company entered into a senior secured revolving credit facility with Bank of America N.A. (“Senior Secured Revolving Credit Facility”) (see Note 10) and has incurred deferred financing costs of $8.3 million, of which $225,000 were incurred in the three months ended March 31, 2014. The Company did not make payments related to these financing costs in the three months ended March 31, 2015.  In July 2011, the Company closed a private offering of $250 million in aggregate principal amount of 9.0% senior notes due 2019 (the “Initial Notes”). In June 2012, in accordance with the registration rights granted to the original purchasers of the Initial Notes, the Company completed an exchange offer of the privately placed Initial Notes for new 9.0% Senior Notes due 2019 (the “Exchange Notes,” and together with the Initial Notes, the “Senior Unsecured Notes”) registered with the SEC with substantially identical terms to the Initial Notes. The Company has incurred deferred financing costs of $7.1 million associated therewith, none of which were incurred in the three months ended March 31, 2014 and 2015.

The deferred financing costs associated with the Senior Secured Revolving Credit Facility and the Senior Unsecured Notes are being amortized to interest expense over the five-year term of the facility, as amended, and the eight-year term of the notes, respectively, using the straight-line method, which approximates the effective interest method.

The Company amortized $571,000 and $587,000 for the three months ended March 31, 2014 and 2015, respectively, to interest expense.

(j)                Revenue Recognition

Revenue related to IMEs, peer reviews, bill reviews, administrative support services and Medicare compliance services is recognized at the time services have been performed and the report is shipped to the end user. The Company believes that recognizing revenue at the time the report is shipped is appropriate because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25,  Revenue Recognition: Overall,  (i) persuasive evidence that arrangement exists, (ii) shipment has occurred, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured. The Company reports revenues net of any sales, use and value added taxes.

Revenue related to other IME services, including litigation support services, medical record retrieval services and case management services, where no report is generated, is recognized at the time the service is performed. The Company believes that recognizing revenue at the time the service is performed is appropriate because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25, (i) persuasive evidence that arrangement exists, (ii) services have been rendered, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured.

Certain agreements with customers in the U.K. include provisions whereby collection of the amounts billed are contingent on the favorable outcome of the claim.  The Company has deemed these provisions to preclude revenue recognition at the time of performance, as collectability is not reasonably assured and the cash payments are contingent, and is deferring these revenues, net of estimated costs, until the case has been settled, the contingency has been resolved and the cash has been collected.   As of December 31, 2014 and March 31, 2015, the Company had $4.4 million and $3.8 million, respectively, in U.K. net deferred revenues associated with such agreements.

Should changes in conditions cause management to determine these criteria are not met for certain future transactions, revenue recognized for any subsequent reporting period could be adversely affected.

(k)              Costs of Revenues

Costs of revenues are comprised of fees paid to members of the Company’s medical panel; other direct costs including transcription, film and medical record obtainment and transportation; and other indirect costs including labor and overhead related to the generation of revenues.

 (l)               Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company applies the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes , (included in FASB ASC Subtopic 740-10,  Income Taxes — Overall ), and recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

The Company records interest and penalties related to unrecognized tax benefits in income tax expense.

(m)              Income (Loss) Per Common Share

Basic income (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during each period. Diluted income (loss) per common share is calculated by dividing net income (loss), adjusted on an “as if converted” basis, by the weighted-average number of actual shares outstanding and, when dilutive, the share equivalents that would arise from the assumed conversion of convertible instruments. The effect of potentially dilutive stock options, warrants, shares of restricted stock with service restrictions that have not yet been satisfied and unvested restricted stock units (“RSUs”) is calculated using the treasury stock method.

For the three months ended March 31, 2014, the potentially dilutive securities include options, warrants, shares of restricted stock with a service restriction not yet satisfied and RSUs exercisable into 7.8 million shares of common stock. For the three months ended March 31, 2014, all of the potentially dilutive securities were excluded from the calculation of shares applicable to loss per share, because their inclusion would have been anti-dilutive.

The following table sets forth basic and diluted net income per share computational data for the three months ended March 31, 2015 (amounts in thousands):

	Three Months Ended March 31, 2015
Net income	$	2,024
Weighted average basic shares outstanding:
Common stock		40,418
Weighted average diluted shares outstanding:
Common stock		40,418
Dilutive securities		2,262
Total		42,680

(n)              Share-Based Compensation

The Company has an Amended and Restated 2008 Stock Incentive Plan, as amended, (the “Plan”) that provides for granting of stock options, restricted stock, RSUs and other equity awards. The Company accounts for share-based awards in accordance with ASC Topic 718, Compensation — Stock Compensation (“ASC 718”). ASC 718 requires measurement of compensation cost for all share-based awards at fair value on the grant date (or measurement date if different) and recognition of compensation expense, net of forfeitures, over the requisite service period for awards expected to vest.

Stock Options

The fair value of stock option grants is determined using the Black-Scholes valuation model. The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable, characteristics not present in the Company’s stock options. Additionally, option valuation models require the input of highly subjective assumptions, including the expected volatility of the stock price. Because the Company’s stock options have characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimates, in management’s opinion, the existing models may not provide a reliable single measure of the fair value of its share-based awards. The Company’s expected volatility assumptions are based upon the weighted average of the Company’s implied volatility, the Company’s mean reversion volatility and the median of the Company’s peer group’s most recent historical volatilities for 2015 stock option grants. Expected life assumptions are based upon the “simplified” method for those options issued in 2015, which were determined to be issued approximately at-the-money. The risk-free interest rate was selected based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued.

The assumptions utilized for stock option grants during the three months ended March 31, 2015 were as follows:

	2015
Volatility		48.59	%
Expected life (years)		6.00
Risk-free interest rate		2.01	%
Dividend yield		—
Fair value	$	19.37

In the three months ended March 31, 2015, the Company issued approximately 30,000 stock option awards to employees.  The weighted average fair value of each stock option was $19.37 per option and the aggregate fair value was $581,000.  All of these awards vest over a three-year period.  Additionally, a majority of these options could vest earlier in the event of a change in control or merger or other acquisition.  Share-based compensation expense related to stock option awards was $2.8 million and $1.9 million for the three months ended March 31, 2014 and 2015, respectively, of which $694,000 and $469,000, respectively, was included in costs of revenues, and $2.1 million and $1.4 million, respectively, was recorded in selling, general and administrative (“SGA”) expenses.

At March 31, 2015, the unrecognized compensation expense related to stock option awards was $8.1 million, with a remaining weighted average life of 1.7 years.

A summary of option activity for the three months ended March 31, 2015 is as follows:

	Number of options			Weighted average exercise price		Weighted average remaining contractual life (years)		Aggregate intrinsic value (in thousands)
Outstanding at December 31, 2014		4,965,947		$	12.96
Options granted		30,000			40.22
Options forfeited		(15,000	)		25.44
Options exercised		(630,820	)		14.04
Outstanding at March 31, 2015		4,350,127		$	12.95
Exercisable at March 31, 2015		3,745,257		$	10.26		5.9	$	117,454

Aggregate intrinsic value represents the value of the Company’s closing stock price on the last trading day of the fiscal period in excess of the weighted average exercise price multiplied by the number of options outstanding or exercisable. The total intrinsic value of stock options exercised was approximately $16.9 million during the three months ended March 31, 2015.

Restricted Stock and Restricted Stock Units

The Company has granted members of the Board of Directors, certain employees and outside consultants, time lapse restricted stock and RSUs which vest after a stipulated number of years from the grant date depending on the terms of the issue. The fair value of shares of restricted stock and RSUs is determined based upon the market price of the underlying common stock as of the date of grant. Time lapse restricted shares issued and RSUs vest over one to four-year periods. The agreements under which the restricted stock and RSUs are issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the stock plans have been satisfied. The restriction on a majority of these awards could expire earlier than the stipulated time frame in the event of a change in control or merger or other acquisition. Share-based compensation expense related to shares of restricted stock and RSUs was $2.0 million and $4.1 million for the three months ended March 31, 2014 and 2015, respectively, all of which is included in SGA expenses.

The following is a summary of restricted share and RSU activity for the three months ended March 31, 2015:

	Number of awards			Weighted average grant date fair value
Non-vested awards at December 31, 2014		880,433		$	25.46
Awards granted		612,637			40.54
Awards vested		(176,848	)		18.00
Awards forfeited		(7,880	)		30.46
Non-vested awards at March 31, 2015		1,308,342		$	33.50

The total fair value of vested RSUs and shares of restricted stock during the three months ended March 31, 2014 and 2015 was $2.0 million and $3.2 million, respectively. At March 31, 2015, total unrecognized compensation costs related to non-vested restricted shares and RSUs was $32.9 million which is expected to be recognized over a weighted average period of 2.0 years.

During the three months ended March 31, 2014 and 2015, the Company recorded share-based compensation expense of $539,000 and $130,000, respectively, related to annual incentive compensation plans established by the Compensation Committee of the Board of Directors, all of which was recorded in SGA expenses. The 2014 obligation was settled in March 2015 via the issuance of approximately 122,000 shares of restricted stock, and the 2015 plan year obligation is recorded as accrued expenses in the accompanying Consolidated Balance Sheets.  The 2015 incentive compensation plan contains a performance metric based on the Company’s 2015 financial performance and a subsequent time-based service requirement. If the performance metric is met, the associated liability will be settled in the first quarter of 2016 with the granting of an indeterminate number of restricted shares which will vest equally on June 1, 2016 and 2017.

  (o)            Fair Value Measurements

The Company’s financial assets and (liabilities), which are measured at fair value on a recurring basis, are categorized using the fair value hierarchy at December 31, 2014 and March 31, 2015, and are as follows (in thousands):

	Level 1		Level 2			Level 3			Total
As of December 31, 2014
Financial instruments:
Contingent consideration	$	—	$	—		$	(6,587	)	$	(6,587	)
Foreign currency derivative asset		—		272			—			272
As of March 31, 2015
Financial instruments:
Contingent consideration	$	—	$	—		$	(4,393	)	$	(4,393	)
Foreign currency derivative liability		—		(159	)		—			(159	)
Foreign currency derivative asset		—		958			—			958

The contingent consideration relates to earnout provisions recorded in conjunction with certain acquisitions completed in 2013 and 2014 (see Note 3). Of the total decrease in fair value of the contingent consideration of $2.2 million in 2015, $1.0 million was settled as cash consideration to satisfy an installment related to a 2014 acquisition and the Company recorded $941,000 in adjustments to the fair value of the obligation related to milestones which were not achieved, or expected to be achieved, recorded to SGA expenses, offset by $66,000 recorded in interest and other expenses, net in the Consolidated Statements of Comprehensive Loss due to changes in the fair value of the contingent consideration and the remaining change is due to currency fluctuations.

The fair value of the foreign currency derivative was determined using observable market inputs such as foreign currency exchange rates and considers nonperformance risk of the Company and that of its counterparties.

(p)              Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) refers to revenues, expenses, gains and losses that under U.S. GAAP are recorded as a component of stockholders’ equity but are excluded from net income (loss). The Company’s accumulated other comprehensive income (loss) consists of foreign currency translation adjustments, reported net of tax as appropriate, from those subsidiaries not using the U.S. dollar as their functional currency and unrealized gains and losses, reported net of tax as appropriate, resulting from its net investment hedge of its Australian and U.K. subsidiaries. Accumulated other comprehensive income (loss) consists of the following (in thousands):

	Foreign Currency Translation			Net investment hedge - foreign exchange contract			Net investment hedge - Australian denominated debt		Total
Balance at December 31, 2014	$	(18,026	)	$	3,445		$	205	$	(14,376	)
Change during 2015:
Before-tax amount		(13,310	)		5,339			—		(7,971	)
Tax (expense) benefit		4,207			(2,113	)		—		2,094
Total activity in 2015		(9,103	)		3,226			—		(5,877	)
Balance at March 31, 2015	$	(27,129	)	$	6,671		$	205	$	(20,253	)

(q)              Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In April 2014, the FASB issued ASU No. 2014-08, (Topic 205 and 360), “Reporting Discontinued Operations and Disclosure of Disposals of Components of an Entity” (“ASU 2014-08”) which amends the definition for what types of asset disposals are to be considered discontinued operations, and amends the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 also enhances the convergence of the FASB’s and the International Accounting Standard Board’s reporting requirements for discontinued operations. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2014, and interim periods within annual periods beginning on or after December 15, 2015. The Company adopted the provisions of this standard effective January 1, 2015 and the adoption of these provisions did not have a material impact on its financial position, results of operations and cash flows.

Accounting Pronouncements Not Yet Adopted

In May 2014, the FASB issued ASU No. 2014-09, (Topic 606): Revenue from Contracts with Customers (“ASU 2014-09”) which supersedes the revenue recognition requirements in “Topic 605, Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective retrospectively for annual or interim reporting periods beginning after December 15, 2016, with early application not permitted. The Company is currently evaluating the impact of this standard on its financial position, results of operations and cash flows.

In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertanties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-05”) which defines management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. Currently, financial statements are prepared under the presumption that the reporting organization will continue to operate as a going concern, except in limited circumstances. This going concern basis of accounting is critical to financial reporting because it establishes the fundamental basis for measuring and classifying assets and liabilities. ASU 2014-05 provides guidance regarding management’s responsibility to evaluate whether there is substantial doubt about the organization’s ability to continue as a going concern and the related footnote disclosures. The amendments are effective for the year ending December 31, 2016, and for interim periods beginning the first quarter of 2017, with early application permitted. The Company plans to adopt the provisions for the year ending December 31, 2016 and will provide such disclosures as required if there are conditions and events that raise substantial doubt about its ability to continue as a going concern. The Company currently does not expect the adoption to have a material impact on its consolidated financial statements.

In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”) which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU 2015-03. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of this standard on its financial position, results of operations and cash flows.

There were various other accounting standards and interpretations issued during 2014 and 2015 the Company has not yet been required to adopt, none of which are expected to have a material impact on its financial position, results of operations and cash flows.

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Consolidated Balance Sheets (Unaudited) (Parentheticals) (USD $)	Mar. 31, 2015	Dec. 31, 2014
Preferred stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in Dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	41,280,000	40,371,000
Common stock, shares outstanding	41,280,000	40,371,000
Treasury stock, shares outstanding	905,000	905,000

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Note 12 - Income Taxes

3 Months Ended

Mar. 31, 2015

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

(12)           Income Taxes

In preparing its consolidated financial statements, the Company estimates income taxes in each of the jurisdictions in which it operates. This process involves estimating actual current tax exposure together with assessing temporary differences resulting from differing treatment of items for tax and financial reporting purposes. These differences result in deferred income tax assets and liabilities.

Additionally, the Company currently has significant deferred tax assets and other deductible temporary differences including basis differences between intangible assets. The Company does not provide a valuation allowance against its deferred tax assets as the Company believes that it is more likely than not that all of the deferred tax assets will be realized based on available evidence including scheduled reversal of deferred tax liabilities, projected future taxable income and other tax planning considerations.

The Company applies the provisions of ASC 740 as it relates to uncertain tax positions. This interpretation prescribes a comprehensive model for how a company should recognize, measure, present and disclose in its financial statements uncertain tax positions that the company has taken or expects to take on a tax return. ASC 740 states that a tax benefit from an uncertain tax position may be recognized only if it is “more likely than not” that the position is sustainable, based on its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50% likely of being realized upon settlement with a taxing authority having full knowledge of all relevant information. The Company recognizes interest and penalties accrued related to unrecognized tax benefits in income tax expense.

The following table summarizes the activity related to the unrecognized tax benefits for the three months ended March 31, 2015, (in thousands)

Balance at January 1, 2015	$	1,593
Increase to prior year tax positions		11
Increase to current year tax positions		—
Expiration of the statute of limitations for the assessment of taxes		—
Decrease related to settlements		—
Balance at March 31, 2015	$	1,604

The Company is no longer subject to U.S. federal income and state tax return examinations by tax authorities for tax years before 2010 and 2009, respectively. The Company operates in multiple taxing jurisdictions and faces audits from various tax authorities. The Company remains subject to examination until the statute of limitations expires for the respective tax jurisdiction. The Company does not anticipate that the amount of the unrecognized benefit will significantly increase or decrease within the next 12 months.

Undistributed earnings of the Company’s foreign subsidiaries are considered indefinitely reinvested and, accordingly, no provision for U.S. federal income taxes has been recorded. Deferred taxes are provided for earnings outside the United States when those earnings are not considered indefinitely reinvested.

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Document And Entity Information	3 Months Ended
	Mar. 31, 2015	May 01, 2015
Document and Entity Information [Abstract]
Entity Registrant Name	ExamWorks Group, Inc.
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		41,339,000
Amendment Flag	false
Entity Central Index Key	0001498021
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Large Accelerated Filer
Entity Well-known Seasoned Issuer	Yes
Document Period End Date	Mar. 31, 2015
Document Fiscal Year Focus	2015
Document Fiscal Period Focus	Q1

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Note 13 - Segment and Geographical Information

3 Months Ended

Mar. 31, 2015

Segment Reporting [Abstract]

Segment Reporting Disclosure [Text Block]

(13)            Segment and Geographical Information

The Company applies the provisions of ASC Topic 280, Segment Reporting, (“ASC 280”). ASC 280, which is based on a management approach to segment reporting, establishes requirements to report selected segment information quarterly and to report annually entity-wide disclosures about products, major customers and the geographies in which the entity holds material assets and reports revenue. An operating segment is defined as a component that engages in business activities whose operating results are reviewed by the chief operating decision maker (“CODM”) and for which discrete financial information is available. Based on the provisions of ASC 280, the Company has determined that it operates in four geographic segments: the United States, Canada, the United Kingdom and Australia. The CODM evaluates segment performance based on revenues and segment profit, as defined below. The Company’s corporate costs and assets are all incurred in the United States and are included in the United States segment, as this is consistent with how they are presented and reviewed by the CODM. The accounting policies of the operating segments are the same as those described in the summary of significant accounting policies.

Information relating to the Company’s product groups (IMEs, peer review, bill review, Medicare compliance, case management and other related services) is as follows (in thousands):

Revenues:	For the three months ended March 31,
	2014		2015
IME and other related services (1)	$	154,540	$	167,345
Peer and bill reviews, Medicare compliance services and case management services (1)		18,488		28,971
Total revenues	$	173,028	$	196,316

(1) Includes the results of certain of the Company’s service centers acquired whose revenues are generated substantially through the indicated product group. Outside of this presentation, other product groups are not tracked within the Company’s financial systems. Additionally, other related services, which include any Medicare compliance services and case management services completed at the Company’s historic service centers in the periods presented, are not separately captured within the Company’s financial systems and have been included with IME services in the above presentation as separate presentation is not practicable. With the Company’s acquisition of Gould & Lamb in February of 2014 and Ability Services Network and Med Allocators in June of 2014, Medicare compliance services and case management services have been added to the presentation above. None of the individual services within the peer and bill reviews, Medicare compliance services and case management services category above represent more than 10% of consolidated revenues.

Information relating to the Company’s geographic segments is as follows (in thousands)(1)(2): 

	United						United
	States			Canada			Kingdom			Australia			Total
Three months ended March 31, 2014
Revenues	$	106,049		$	7,507		$	42,053		$	17,419		$	173,028
Segment profit		15,954			1,098			7,081			3,877			28,010
Depreciation and amortization expense		7,720			811			3,175			2,636			14,342
Capital expenditures		(402	)		—			(290	)		(20	)		(712	)
Total assets (3)		488,362			28,293			230,597			100,373			847,625
Long-lived assets (3)		403,354			21,169			105,373			88,856			618,752
Three months ended March 31, 2015
Revenues	$	121,718		$	7,949		$	47,444		$	19,205		$	196,316
Segment profit		19,522			634			7,699			4,097			31,952
Depreciation and amortization expense		9,411			582			2,383			2,472			14,848
Capital expenditures		(1,670	)		(114	)		(189	)		(256	)		(2,229	)
Total assets (3)		602,005			22,343			236,186			83,228			943,762
Long-lived assets (3)		471,040			15,613			92,703			68,227			647,583

(1) For segment purposes, the Company defines segment profit as earnings before interest expenses, income taxes, depreciation and amortization, share-based compensation expenses, acquisition related transaction costs and other expenses. A consolidated reconciliation from segment profit to income from operations is included below.

(2) Long-lived assets are noncurrent assets excluding deferred tax assets and deferred financing costs.

(3) Total assets and long-lived assets include goodwill. Goodwill recorded in connection with certain tax benefits to be realized in the Company’s U.S. income tax returns has been reflected in the United States segment.

A reconciliation of segment profit to consolidated income from operations is as follows (in thousands):

	For the three months ended March 31,
	2014			2015
Segment Profit		28,010			31,952
Depreciation and amortization		(14,342	)		(14,848	)
Share-based compensation expense		(5,353	)		(6,136	)
Acquisition related transaction costs		(1,192	)		382
Other expenses		—			(210	)
Income from operations	$	7,123		$	11,140

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Consolidated Statements of Comprehensive Loss (Unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Revenues	$ 196,316	$ 173,028
Costs and expenses:
Costs of revenues	128,176	111,035
Selling, general and administrative expenses	42,152	40,528
Depreciation and amortization	14,848	14,342
Total costs and expenses	185,176	165,905
Income from operations	11,140	7,123
Interest and other expenses, net:
Interest expense, net	8,004	7,577
Total interest and other expenses, net	8,004	7,577
Income (loss) before income taxes	3,136	(454)
Provision (benefit) for income taxes	1,112	(165)
Net income (loss)	2,024	(289)
Comprehensive Loss:
Net income (loss)	2,024	(289)
Foreign currency translation adjustments, net of tax	(5,877)	(825)
Total comprehensive loss	$ (3,853)	$ (1,114)
Net income (loss) per share:
Basic (in Dollars per share)	$ 0.05	$ (0.01)
Diluted (in Dollars per share)	$ 0.05	$ (0.01)
Weighted average number of common shares outstanding:
Basic (in Shares)	40,418	37,089
Diluted (in Shares)	42,680	37,089

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Note 7 - Stockholders' Equity

3 Months Ended

Mar. 31, 2015

Stockholders' Equity Note [Abstract]

Stockholders' Equity Note Disclosure [Text Block]

(7)              Stockholders’ Equity

During the three months ended March 31, 2015, the Company issued approximately 622,000 shares of common stock to settle options exercised during the period.

During the three months ended March 31, 2015, the Company issued approximately 8,000 shares of common stock to settle warrants exercised during the period.

During the three months ended March 31, 2015, the Company issued approximately 91,000 shares of restricted stock with a fair value of $3.7 million to certain officers and employees for services to be provided during the next three years. The Company is recording the expenses related to these awards in SGA expenses over the requisite service period.

During the three months ended March 31, 2015, the Company issued approximately 67,000 shares of common stock to settle restricted stock units whose restrictions were lifted during the period.

During the three months ended March 31, 2015, the Company issued approximately 122,000 shares of restricted stock to certain officers and employees in settlement of its 2014 incentive compensation plan liability. The restriction on these shares will be lifted in 50% increments on June 1, 2015 and 2016. The Company is recording the remaining expenses related to these awards in SGA expenses over the remaining service period.

During the three months ended March 31, 2015, the Company did not repurchase any shares under the share repurchase program. As of March 31, 2015, the Company has approximately 905,000 shares of common stock held as treasury shares with an average value of $9.38 per share, and the ability to repurchase an additional $10.2 million in shares of its common stock.

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Note 6 - Accrued Expenses

3 Months Ended

Mar. 31, 2015

Payables and Accruals [Abstract]

Accounts Payable and Accrued Liabilities Disclosure [Text Block]

(6)             Accrued Expenses

Accrued expenses at December 31, 2014 and March 31, 2015 consist of the following (in thousands):

	December 31, 2014		March 31, 2015
Accrued compensation and benefits	$	15,041	$	14,416
Accrued selling and professional fees		4,202		3,892
Accrued income, value added and other taxes		26,576		26,954
Accrued medical panel fees		4,391		3,890
Other accrued expenses		3,768		3,293
Totals	$	53,978	$	52,445

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Note 3 - Acquisitions (Tables)

3 Months Ended

Mar. 31, 2015

Note 3 - Acquisitions (Tables) [Line Items]

Business Acquisition, Pro Forma Information [Table Text Block]

	Three months ended March 31,
	2014			2015
	(In thousands, except per share data)
Pro forma revenues	$	187,788		$	196,316
Pro forma net income (loss)		(326	)		2,024
Pro forma income (loss) per share: Basic	$	(0.01	)	$	0.05
Pro forma income (loss) per share: Diluted	$	(0.01	)	$	0.05

2014 Acquisitions [Member]

Note 3 - Acquisitions (Tables) [Line Items]

Schedule of Preliminary Purchase Price Allocation [Table Text Block]

	Preliminary purchase price allocation December 31, 2014			Adjustments/ reclassifications			Preliminary purchase price allocation March 31, 2015
Equipment and leasehold improvements		886			—			886
Customer relationships		50,216			—			50,216
Tradenames		10,342			—			10,342
Covenants not to compete		590			—			590
Technology		1,870			—			1,870
Goodwill		136,034			468			136,502
Net deferred tax liability associated with step-up in book basis		(9,041	)		—			(9,041	)
Assets acquired and liabilities assumed, net		3,785			(377	)		3,408
Totals		194,682			91			194,773

2015 Acquisitions [Member]

Note 3 - Acquisitions (Tables) [Line Items]

Schedule of Preliminary Purchase Price Allocation [Table Text Block]

	Preliminary purchase price allocation March 31, 2015
Equipment and leasehold improvements	$	22
Customer relationships		1,080
Tradename		270
Goodwill		807
Assets acquired and liabilities assumed, net		120
Total	$	2,299

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Note 14 - Condensed Consolidating Financial Information of Guarantor Subsidiaries

3 Months Ended

Mar. 31, 2015

Condensed Consolidating Financial Information Of Guarantor Subsidiaries [Abstract]

Condensed Consolidating Financial Information Of Guarantor Subsidiaries [Text Block]

(14)           Condensed Consolidating Financial Information of Guarantor Subsidiaries

The Company has outstanding certain indebtedness that is guaranteed by all of its U.S. subsidiaries. However, the indebtedness is not guaranteed by the Company’s foreign subsidiaries. The guarantor subsidiaries are 100% owned and the guarantees are made on a joint and several basis, and are full and unconditional. Separate consolidated financial statements of the guarantor subsidiaries have not been presented because management believes that such information would not be material to investors. However, condensed consolidating financial information as of December 31, 2014 and March 31, 2015, and for the three months ended March 31, 2014 and 2015 is presented below. The Company (issuer of the Senior Unsecured Notes) was formed in June 2010 to implement a holding company organizational structure. As a result, all operating activities are conducted through the Company’s 100% owned subsidiaries.

Condensed Consolidating Statement of Operations

for the three months ended March 31, 2014

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Revenues	$	106,049		$	66,979		$	—		$	—	$	173,028
Costs and expenses:
Costs of revenues		71,067			39,968			—			—		111,035
Selling, general and administrative expenses		21,705			18,823			—			—		40,528
Depreciation and amortization		7,720			6,622			—			—		14,342
Total costs and expenses		100,492			65,413			—			—		165,905
Income from operations		5,557			1,566			—			—		7,123
Interest and other expenses, net		5,692			1,885			—			—		7,577
Loss before income taxes		(135	)		(319	)		—			—		(454	)
Provision (benefit) for income taxes		(1,642	)		1,477			—			—		(165	)
Net loss before earnings of consolidated subsidiaries	$	1,507		$	(1,796	)	$	—		$	—	$	(289	)
Net income (loss) of consolidated subsidiaries		(1,796	)		—			(1,796	)		3,592		—
Net income (loss)	$	(289	)	$	(1,796	)	$	(1,796	)	$	3,592	$	(289	)

Condensed Consolidating Statement of Operations

for the three months ended March 31, 2015

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Revenues	$	121,718		$	74,598	$	—	$	—		$	196,316
Costs and expenses:
Costs of revenues		82,334			45,842		—		—			128,176
Selling, general and administrative expenses		23,014			19,138		—		—			42,152
Depreciation and amortization		9,411			5,437		—		—			14,848
Total costs and expenses		114,759			70,417		—		—			185,176
Income from operations		6,959			4,181		—		—			11,140
Interest and other expenses, net		6,409			1,595		—		—			8,004
Income before income taxes		550			2,586		—		—			3,136
Provision (benefit) for income taxes		(594	)		1,706		—		—			1,112
Net income before earnings of consolidated subsidiaries	$	1,144		$	880	$	—	$	—		$	2,024
Net income (loss) of consolidated subsidiaries		880			—		880		(1,760	)		—
Net income (loss)	$	2,024		$	880	$	880	$	(1,760	)	$	2,024

Condensed Consolidating Balance Sheet as of December 31, 2014

(In thousands)

	Guarantor Subsidiaries		Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Assets
Current assets:
Cash and cash equivalents	$	388	$	9,363	$	—	$	—		$	9,751
Accounts receivable, net		55,684		147,505		—		—			203,189
Intercompany receivable		42,002		—		10,667		(52,669	)		—
Prepaid expenses		8,248		5,557		—		—			13,805
Deferred tax assets		3,780		—		—		(4	)		3,776
Other current assets		272		1,165		—		—			1,437
Total current assets		110,374		163,590		10,667		(52,673	)		231,958
Property, equipment and leasehold improvements, net		10,394		5,332		—		—			15,726
Investment in subsidiaries		217,344		—		591,435		(808,779	)		—
Intercompany notes receivable		174,464		—		174,464		(348,928	)		—
Goodwill		387,104		108,575		—		—			495,679
Intangible assets, net		64,530		38,053		—		—			102,583
Long-term accounts receivable, less current portion		—		46,401		—		—			46,401
Deferred tax assets, noncurrent		22,505		7,177		—		—			29,682
Deferred financing costs, net		6,140		29		—		—			6,169
Other assets		663		1,283		—		—			1,946
Total assets	$	993,518	$	370,440	$	776,566	$	(1,210,380	)	$	930,144
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	20,163	$	36,870	$	—	$	—		$	57,033
Intercompany payable		10,667		42,002		—		(52,669	)		—
Accrued expenses		23,904		30,074		—		—			53,978
Accrued interest expense		—		—		10,667		—			10,667
Deferred revenue		244		6,158		—		—			6,402
Deferred tax liability		—		4		—		(4	)		—
Current portion of contingent earnout obligation		—		4,473		—		—			4,473
Current portion of working capital facilities		—		40,396		—		—			40,396
Other current liabilities		2,363		4,587		—		—			6,950
Total current liabilities		57,341		164,564		10,667		(52,673	)		179,899
Senior unsecured notes payable		—		—		250,000		—			250,000
Senior secured revolving credit facility and working capital facilities, less current portion		—		—		143,853		—			143,853
Intercompany notes payable		174,464		174,464		—		(348,928	)		—
Long-term contingent earnout obligation, less current portion		—		2,114		—		—			2,114
Other long-term liabilities		1,795		7,608		—		—			9,403
Total liabilities		233,600		348,750		404,520		(401,601	)		585,269
Commitments and contingencies
Stockholders’ equity (deficit)		759,918		21,690		372,046		(808,779	)		344,875
Total liabilities and stockholders' equity (deficit)	$	993,518	$	370,440	$	776,566	$	(1,210,380	)	$	930,144

Condensed Consolidating Balance Sheet as of March 31, 2015

(In thousands)

	Guarantor Subsidiaries		Non-Guarantor Subsidiaries		ExamWorks Group, Inc. (Parent Corporation)		Consolidation and Elimination Entries			Consolidated Totals
Assets
Current assets:
Cash and cash equivalents	$	9,202	$	11,080	$	—	$	—		$	20,282
Accounts receivable, net		57,518		148,241		—		—			205,759
Intercompany receivable		44,998		—		5,027		(50,025	)		—
Prepaid expenses		7,991		4,597		—		—			12,588
Deferred tax assets		3,938		101		—		—			4,039
Other current assets		958		1,113		—		—			2,071
Total current assets		124,605		165,132		5,027		(50,025	)		244,739
Property, equipment and leasehold improvements, net		11,118		4,937		—		—			16,055
Investment in subsidiaries		218,225		—		594,614		(812,839	)		—
Intercompany notes receivable		174,385		—		174,385		(348,770	)		—
Goodwill		388,379		101,628		—		—			490,007
Intangible assets, net		60,527		31,101		—		—			91,628
Long-term accounts receivable, less current portion		—		47,743		—		—			47,743
Deferred tax assets, noncurrent		38,661		7,076		—		—			45,737
Deferred financing costs, net		5,690		14		—		—			5,704
Other assets		695		1,454		—		—			2,149
Total assets	$	1,022,285	$	359,085	$	774,026	$	(1,211,634	)	$	943,762
Liabilities and Stockholders’ Equity (Deficit)
Current liabilities:
Accounts payable	$	21,126	$	36,311	$	—	$	—		$	57,437
Intercompany payable		5,027		44,998		—		(50,025	)		—
Accrued expenses		23,343		29,102		—		—			52,445
Accrued interest expense		—		—		5,027		—			5,027
Deferred revenue		300		5,126		—		—			5,426
Current portion of contingent earnout obligation		—		4,393		—		—			4,393
Other current liabilities		2,634		4,601		—		—			7,235
Total current liabilities		52,430		124,531		5,027		(50,025	)		131,963
Senior unsecured notes payable		—		—		250,000		—			250,000
Senior secured revolving credit facility and working capital facilities, less current portion		—		38,447		140,000		—			178,447
Intercompany notes payable		174,385		174,385		—		(348,770	)		—
Deferred tax liability, noncurrent		10,580		—		—		—			10,580
Other long-term liabilities		3,364		8,255		—		—			11,619
Total liabilities		240,759		345,618		395,027		(398,795	)		582,609
Commitments and contingencies
Stockholders’ equity (deficit)		781,526		13,467		378,999		(812,839	)		361,153
Total liabilities and stockholders' equity (deficit)	$	1,022,285	$	359,085	$	774,026	$	(1,211,634	)	$	943,762

Condensed Consolidating Statement of Cash Flows for the three months ended March 31, 2014

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Net cash provided by operating activities	$	1,369		$	1,836		$	—		$	—	$	3,205
Investing activities:
Cash paid for acquisitions, net		(87,615	)		(9,538	)		—			—		(97,153	)
Purchases of building, equipment and leasehold improvements, net		(402	)		(310	)		—			—		(712	)
Working capital and other settlements for acquisitions		—			(1,142	)		—			—		(1,142	)
Cash paid for foreign currency net investment hedges		(3,356	)		—			—			—		(3,356	)
Other		(839	)		—			—			—		(839	)
Net cash used in investing activities		(92,212	)		(10,990	)		—			—		(103,202	)
Financing activities:
Borrowings under senior secured revolving credit facility		—			—			121,012			—		121,012
Proceeds from the exercise of options and warrants		—			—			14,637			—		14,637
Excess tax benefit related to share-based compensation		—			—			6,190			—		6,190
Net borrowings under working capital facilities		—			4,123			—			—		4,123
Payment of deferred financing costs		—			—			(225	)		—		(225	)
Repayment of subordinated unsecured notes payable		(333	)		—			—			—		(333	)
Repayment under senior secured revolving credit facility		—			—			(50,000	)		—		(50,000	)
Intercompany notes and investments and other		91,614			—			(91,614	)		—		—
Net cash provided by financing activities		91,281			4,123			—			—		95,404
Exchange rate impact on cash and cash equivalents		—			268			—			—		268
Net increase (decrease) in cash and cash equivalents		438			(4,763	)		—			—		(4,325	)
Cash and cash equivalents, beginning of period		760			12,069			—			—		12,829
Cash and cash equivalents, end of period	$	1,198		$	7,306		$	—		$	—	$	8,504

Condensed Consolidating Statement of Cash Flows for the three months ended March 31, 2015

(In thousands)

	Guarantor Subsidiaries			Non-Guarantor Subsidiaries			ExamWorks Group, Inc. (Parent Corporation)			Consolidation and Elimination Entries		Consolidated Totals
Net cash provided by operating activities	$	2,226		$	3,938		$	—		$	—	$	6,164
Investing activities:
Cash paid for acquisitions, net		(2,299	)		—			—			—		(2,299	)
Purchases of building, equipment and leasehold improvements, net		(1,670	)		(559	)		—			—		(2,229	)
Working capital and other settlements for acquisitions		(91	)		—			—			—		(91	)
Proceeds from foreign currency net investment hedges		4,812			—			—			—		4,812
Other		(1,250	)		—			—			—		(1,250	)
Net cash used in investing activities		(498	)		(559	)		—			—		(1,057	)
Financing activities:
Borrowings under senior secured revolving credit facility		—			—			25,478			—		25,478
Proceeds from the exercise of options and warrants		—			—			8,855			—		8,855
Excess tax benefit related to share-based compensation		—			—			2,086			—		2,086
Net repayments under working capital facilities		—			(132	)		—			—		(132	)
Repayment of contingent earnout obligation		—			(1,023	)		—			—		(1,023	)
Repayment under senior secured revolving credit facility		—			—			(29,331	)		—		(29,331	)
Intercompany notes and investments and other		7,088			—			(7,088	)		—		—
Net cash provided by financing activities		7,088			(1,155	)		—			—		5,933
Exchange rate impact on cash and cash equivalents		—			(509	)		—			—		(509	)
Net increase (decrease) in cash and cash equivalents		8,816			1,715			—			—		10,531
Cash and cash equivalents, beginning of period		388			9,363			—			—		9,751
Cash and cash equivalents, end of period	$	9,204		$	11,078		$	—		$	—	$	20,282

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Note 10 - Long-term Debt

3 Months Ended

Mar. 31, 2015

Debt Disclosure [Abstract]

Debt Disclosure [Text Block]

(10)            Long-Term Debt

Long-term debt at December 31, 2014 and March 31, 2015 consists of the following (amounts in thousands) (1).

	December 31,		March 31,
	2014		2015
	(in thousands)
Senior Unsecured Notes Payable (a)	$	250,000	$	250,000
Senior Secured Revolving Credit Facility, Bank of America, N.A. (b)		143,853		140,000
Working capital facilities, Barclays (c)		40,396		38,447
		434,249		428,447
Less current portion		40,396		—
	$	393,853	$	428,447

(1)     See Note 15, Subsequent Events, for a discussion of the issuance of the Company's 5.625% Senior Notes due 2023, the Amended and Restated Senior Secured Revolving Credit Facility and amendments to the Company's working capital facilities, all events that occurred subsequent to March 31, 2015.

(a)     On July 19, 2011, the Company closed a private offering of $250.0 million in aggregate principal amount of 9.0% senior notes due 2019 (the “Initial Notes”). The Initial Notes were issued at a price of 100% of their principal amount. A portion of the gross proceeds of $250.0 million were used to repay borrowings outstanding under the Company’s Senior Secured Revolving Credit Facility and pay related fees and expenses, and the remainder was used for general corporate purposes, including acquisitions. In June 2012, in accordance with the registration rights granted to the original purchasers of the Initial Notes, the Company completed an exchange offer of the privately placed Initial Notes for new 9.0% senior notes due 2019 (the “Exchange Notes,” and together with the Initial Notes, the “Senior Unsecured Notes”) registered with the SEC with substantially identical terms to the Initial Notes. The Senior Unsecured Notes are senior obligations of ExamWorks and are guaranteed by ExamWorks’ existing and future U.S. subsidiaries (the “Guarantors”).

The Senior Unsecured Notes were issued under an Indenture, dated as of July 19, 2011 (the “Indenture”), among the Company, the Guarantors and U.S. Bank, National Association, as trustee (the “Trustee”).  The Senior Unsecured Notes are the Company’s general senior unsecured obligations, and rank equally with the Company’s existing and future senior unsecured obligations and senior to all of the Company’s further subordinated indebtedness. The Senior Unsecured Notes accrue interest at a rate of 9.0% per year, payable semi-annually in cash in arrears on January 15 and July 15 of each year, commencing January 15, 2012.

At any time on or after July 15, 2015, the Company may redeem some or all of the Senior Unsecured Notes at the redemption prices stated in the Indenture, plus accrued and unpaid interest to the date of redemption. Prior to July 15, 2014, the Company may redeem up to 35% of the aggregate principal amount of the Senior Unsecured Notes with net cash proceeds from certain equity offerings at a redemption price equal to 109% of the aggregate principal amount of the Senior Unsecured Notes, plus accrued and unpaid interest, if any, provided that at least 65% of the original aggregate principal amount of the Senior Unsecured Notes remains outstanding after redemption. Further, the Company may redeem some or all of the of the Senior Unsecured Notes at any time prior to July 15, 2015 at a redemption price equal to 100% of the principal amount of the Senior Unsecured Notes plus a make whole premium described in the Indenture, plus accrued and unpaid interest.

The Indenture includes covenants which, subject to certain exceptions, limit the ability of the Company and its restricted subsidiaries (as defined in the Indenture) to, among other things, incur additional indebtedness, make certain types of restricted payments, incur liens on assets of the Company or the restricted subsidiaries, engage in asset sales and enter into transactions with affiliates. Upon a change of control (as defined in the Indenture), the Company may be required to make an offer to repurchase the Senior Unsecured Notes at 101% of their principal amount, plus accrued and unpaid interest. The Indenture also contains customary events of default.

(b)     The Company entered into a Senior Secured Revolving Credit Facility agreement dated November 2, 2010 (the “Senior Secured Revolving Credit Facility”) with Bank of America, N.A. The facility initially consisted of a $180.0 million revolving credit facility. The facility is available to finance the Company’s acquisition program and working capital needs. On February 9, 2011, the Company exercised the accordion feature of the Senior Secured Revolving Credit Facility, increasing the facility from $180.0 million to $245.0 million.

On May 6, 2011, the Company increased and fully exercised the accordion features of the Senior Secured Revolving Credit Facility.  The increase and exercise of the accordion feature increased the committed capacity of the Senior Secured Revolving Credit Facility by $55.0 million, from a total of $245.0 million to a total of $300.0 million.

On July 7, 2011, the Company entered into a second amendment to its Senior Secured Revolving Credit Facility (the “Second Amendment”) which became effective simultaneously with the consummation of the Company’s private offering of the Senior Unsecured Notes.  The Second Amendment amended the Senior Secured Revolving Credit Facility to, among other things, (i) extend the maturity date of the Senior Secured Revolving Credit Facility from November 2013 to July 2016; (ii) permit the issuance and sale of the Senior Unsecured Notes; (iii) replace the consolidated senior leverage ratio with a consolidated senior secured leverage ratio while permitting the maximum consolidated senior secured leverage ratio to be 3.00 to 1; (iv) permit the Company’s maximum consolidated leverage ratio to increase from 3.5 to 1 to 4.75 to 1; (v) reduce the borrowing cost; and (vi) allow the Company to complete acquisitions with a purchase price of up to $75.0 million (previously $50.0 million) without prior lender consent. The Second Amendment also reduced the aggregate revolving commitments under the Senior Secured Revolving Credit Facility by $37.5 million for a maximum commitment of $262.5 million, subject to the Company’s right to increase the aggregate revolving commitments by $37.5 million for a maximum commitment of $300.0 million, so long as the Company is not in default and the Company satisfies certain other customary conditions.

On February 27, 2012, the Company entered into a third amendment to its Senior Secured Revolving Credit Facility (the “Third Amendment”). The Third Amendment amended the Senior Secured Revolving Credit Facility as to the definitions of consolidated fixed charges and consolidated fixed charge coverage ratio and does not permit the consolidated fixed charge coverage ratio as of the end of any fiscal quarter to be less than (i) for any fiscal quarter ending during the period from December 31, 2011 to and including September 30, 2012, 1.75 to 1.00 and (ii) for any fiscal quarter ending thereafter, 2.00 to 1.00.

On August 27, 2012, the Company entered into a fourth amendment to its Senior Secured Revolving Credit Facility (the “Fourth Amendment”). The Fourth Amendment amended the Senior Secured Revolving Credit Facility to add the Australian dollar as an alternative currency and increased the alternative currency sublimit from USD $60.0 million to USD $100.0 million.

On June 27, 2013, the Company entered into a fifth amendment to its Senior Secured Revolving Credit Facility (the “Fifth Amendment”). Among other changes, the Fifth Amendment modifies the Credit Agreement to permit an implementation of an auto-borrow agreement between the swing line lender and the Company to facilitate cash management, incorporates new provisions related to swap regulations and updates various provisions related to the LIBOR rate, Foreign Account Tax Compliance Act and the International Financial Reporting Standards. 

On February 3, 2014, the Company entered into a sixth amendment to its Senior Secured Revolving Credit Facility (the “Sixth Amendment”). The Sixth Amendment (i) allowed the Company to consummate the acquisition of Gould & Lamb, and (ii) allows the Company to acquire a target (a) with negative trailing twelve month adjusted EBITDA (as defined in the Senior Secured Revolving Credit Facility) if the purchase price of such acquisition is less than $5.0 million, (b) with trailing twelve month adjusted EBITDA (as defined in the Senior Secured Revolving Credit Facility) of less than or equal to $3,000,000 without delivering to the lenders a quality of earnings report regarding such target and (c) without delivering pro forma projections of the Company to the lenders if the purchase price of such acquisition is less than $75.0 million, in each case, without prior lender consent.

Borrowings under the Senior Secured Revolving Credit Facility, as amended, bear interest, at either (i) LIBOR plus the applicable margin or (ii) a base rate (equal to the highest of (a) the federal funds rate plus 0.5%, (b) the Bank of America prime rate and (c) LIBOR (using a one-month period) plus 1.0%), plus the applicable margin, as the Company elects. The applicable margin means a percentage per annum determined in accordance with the following table: 

Pricing Tier		Consolidated Senior Secured Leverage Ratio					Commitment Fee/Unused Line Fee			Letter of Credit Fee			Eurocurrency Rate Loans			Base Rate Loans
	1	≥	2.50	to 1.0				0.50	%		3.75	%		3.75	%		2.75	%
	2	≥	2.00	to 1.0 but <	2.50	to 1.0		0.45	%		3.50	%		3.50	%		2.50	%
	3	≥	1.50	to 1.0 but <	2.00	to 1.0		0.40	%		3.25	%		3.25	%		2.25	%
	4	≥	1.00	to 1.0 but <	1.50	to 1.0		0.35	%		3.00	%		3.00	%		2.00	%
	5			<	1.00	to 1.0		0.30	%		2.75	%		2.75	%		1.75	%

In the event of default, the outstanding indebtedness under the facility will bear interest at an additional 2%.

The Senior Secured Revolving Credit Facility contains restrictive covenants, including among other things financial covenants requiring the Company to not exceed a maximum consolidated senior secured leverage coverage ratio, a maximum total consolidated leverage ratio and to maintain a minimum consolidated fixed charge coverage ratio. The Senior Secured Revolving Credit Facility also restricts the Company’s ability (subject to certain exceptions) to incur indebtedness, prepay or amend other indebtedness, create liens, make certain fundamental changes including mergers or dissolutions, pay dividends and make other payments in respect of capital stock, make certain investments, sell assets, change its lines of business, enter into transactions with affiliates and other corporate actions.

As of March 31, 2015, the Company had $140.0 million outstanding under the Senior Secured Revolving Credit Facility, bearing interest at a rate of LIBOR plus 3.00%, resulting in $122.5 million of undrawn commitments.  

(c)               On September 29, 2010, the Company’s indirect 100% owned subsidiary UK Independent Medical Services Limited (“UKIM”) entered into a Sales Finance Agreement (the “UKIM SFA”) with Barclays Bank PLC (“Barclays”), pursuant to which Barclays provides UKIM a working capital facility of up to £5,000,000, subject to the terms and conditions of the UKIM SFA. The working capital facility bore a discount margin of 2.5% over Base Rate and served to finance UKIM’s unpaid account receivables.  The working capital facility had a minimum term of 36 months.

On June 28, 2013, UKIM entered into an amendment to extend the term of the existing UKIM SFA by 24 months from June 28, 2013, to amend the discount margin to 2.4% over Base Rate (0.5% rate on March 31, 2015) and to provide that payments by UKIM for certain non-working capital purposes are permitted under the UKIM SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, UKIM had $6.2 million outstanding under the working capital facility, resulting in approximately $1.2 million in availability.

On May 12, 2011, the Company’s indirect 100% owned subsidiary Premex Group Limited (“Premex”) entered into a Sales Finance Agreement (the “Premex SFA”) with Barclays, pursuant to which Barclays provides Premex a working capital facility of up to £26,500,000, subject to the terms and conditions of the Premex SFA. The working capital facility bears a discount margin of 2.4% over Base Rate (0.5% rate on March 31, 2015) and serves to finance Premex’s unpaid account receivables.  The working capital facility had a minimum term of 36 months.

On June 28, 2013, Premex entered into an amendment to extend the term of the existing Premex SFA by 24 months from June 28, 2013, and to provide that payments by Premex for certain non-working capital purposes are permitted under the Premex SFA. The working capital facility operates on a co-terminus and cross-default basis with other facilities provided by Barclays and with the Senior Secured Revolving Credit Facility. As of March 31, 2015, Premex had $32.2 million outstanding under the working capital facility, resulting in approximately $7.1 million in availability. 

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Note 13 - Segment and Geographical Information (Details)	3 Months Ended
	Mar. 31, 2015
Segment Reporting [Abstract]
Number of Operating Segments	4

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Note 8 - Related Party Transactions

3 Months Ended

Mar. 31, 2015

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]

(8)              Related Party Transactions

The Senior Secured Revolving Credit Facility contains a provision requiring the Company to use a third party to perform financial due diligence for acquisitions exceeding a certain size. With the approval of the senior lender, the Company engaged RedRidge Finance Group (“RedRidge”) to assist it with financial due diligence and incurred $176,000 and $118,000 in fees, pertaining to acquisition-related work performed during the three months ended March 31, 2014 and 2015, respectively. P&P Investment, LLC (“P&P”), a company owned by Richard Perlman and James Price, the Executive Chairman and Chief Executive Officer, respectively, of the Company, are minority owners and lenders of RedRidge.

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Note 9 - Commitments and Contingencies

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies Disclosure [Text Block]

(9)              Commitments and Contingencies

(a)              Lease Commitments

The Company and its subsidiaries lease office space and office related equipment under noncancelable operating leases with various expiration dates from 2015 through 2023.

Future minimum lease payments under the operating leases for the nine months ended December 31, 2015 and in each of the years subsequent to December 31, 2015 are as follows (in thousands):

	Amount
Nine months ended December 31, 2015	$	9,835
Year ended December 31:
2016		11,335
2017		9,747
2018		7,977
2019		5,423
Thereafter		5,043
Total	$	49,360

Related rent expense was $3.5 million and $4.2 million for the three months ended March 31, 2014 and 2015, respectively.

(b)              Employee Benefit Plans

The Company and certain of its subsidiaries each sponsor separate voluntary defined contribution pension plans. The plans cover employees that meet specific age and length of service requirements. The Company and certain of its subsidiaries have various matching and vesting arrangements within their individual plans. For the three months ended March 31, 2014 and 2015, the Company recorded $228,000 and $370,000, respectively, in compensation expense related to these plans.

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Note 11 - Financial Instruments

3 Months Ended

Mar. 31, 2015

Fair Value Disclosures [Abstract]

Fair Value Disclosures [Text Block]

(11)          Financial Instruments

The FASB issued ASC Topic 815, Derivatives and Hedging (“ASC 815”) which establishes accounting and reporting standards for derivative instruments. ASC 815 requires an entity to recognize all derivatives as either assets or liabilities and measure those instruments at fair value. Derivatives that do not qualify as a hedge must be adjusted to fair value in earnings. If the derivative does qualify as a hedge under ASC 815, changes in the fair value will either be offset against the change in fair value of the hedged assets, liabilities or firm commitments or recognized in accumulated other comprehensive income (loss) until the hedged item is recognized in earnings. The ineffective portion of a hedge’s change in fair value will be immediately recognized in earnings.

Beginning in the second quarter of 2013, in order to protect against foreign currency exposure in its Australian operations, the Company entered into forward foreign currency contracts as a hedge of AUD $60.0 million of its net investment in Australia. Beginning in the third quarter of 2013, the Company also entered into forward foreign currency contracts as a hedge of £40.0 million of its net investment in the U.K. The Company settled certain of its hedge positions during the 2015 year and received $4.8 million in net proceeds. This amount was classified in accumulated other comprehensive loss in the Company’s Consolidated Balance Sheet (see Note 2), offsetting the currency translation adjustment of the related net investment that is also recorded in accumulated other comprehensive loss, and is reported net of the effect of income taxes.

As of December 31, 2014, the Company had a net asset of $272,000 recorded in other current assets with the offsetting net unrealized gain being recorded in accumulated other comprehensive loss in its Consolidated Balance Sheets associated with open forward foreign currency contracts which matured in January of 2015. As of March 31, 2015, the Company had a gross asset and liability of $958,000 and $159,000, respectively recorded in other current assets and other current liabilities, respectively, with the offsetting net unrealized gain and loss being recorded in accumulated other comprehensive loss in its Consolidated Balance Sheets associated with open forward foreign currency contracts which matured in May of 2015.

The Company does not enter into derivative transactions for speculative purposes.

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Note 14 - Condensed Consolidating Financial Information of Guarantor Subsidiaries (Details) - Condensed Consolidating Statement of Operations and Comprehensive Income (Loss) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Condensed Income Statements, Captions [Line Items]
Revenues	$ 196,316	$ 173,028
Costs and expenses:
Costs of revenues	128,176	111,035
Selling, general and administrative expenses	42,152	40,528
Depreciation and amortization	14,848	14,342
Total costs and expenses	185,176	165,905
Income from operations	11,140	7,123
Interest and other expenses, net	8,004	7,577
Income (loss) before income taxes	3,136	(454)
Provision (benefit) for income taxes	1,112	(165)
Net income (loss) before earnings of consolidated subsidiaries	2,024	(289)
Net income (loss)	2,024	(289)
Consolidation, Eliminations [Member]
Costs and expenses:
Net income (loss) of consolidated subsidiaries	(1,760)	3,592
Net income (loss)	(1,760)	3,592
Guarantor Subsidiaries [Member]
Condensed Income Statements, Captions [Line Items]
Revenues	121,718	106,049
Costs and expenses:
Costs of revenues	82,334	71,067
Selling, general and administrative expenses	23,014	21,705
Depreciation and amortization	9,411	7,720
Total costs and expenses	114,759	100,492
Income from operations	6,959	5,557
Interest and other expenses, net	6,409	5,692
Income (loss) before income taxes	550	(135)
Provision (benefit) for income taxes	(594)	(1,642)
Net income (loss) before earnings of consolidated subsidiaries	1,144	1,507
Net income (loss) of consolidated subsidiaries	880	(1,796)
Net income (loss)	2,024	(289)
Non-Guarantor Subsidiaries [Member]
Condensed Income Statements, Captions [Line Items]
Revenues	74,598	66,979
Costs and expenses:
Costs of revenues	45,842	39,968
Selling, general and administrative expenses	19,138	18,823
Depreciation and amortization	5,437	6,622
Total costs and expenses	70,417	65,413
Income from operations	4,181	1,566
Interest and other expenses, net	1,595	1,885
Income (loss) before income taxes	2,586	(319)
Provision (benefit) for income taxes	1,706	1,477
Net income (loss) before earnings of consolidated subsidiaries	880	(1,796)
Net income (loss)	880	(1,796)
Parent Company [Member]
Costs and expenses:
Net income (loss) of consolidated subsidiaries	880	(1,796)
Net income (loss)	$ 880	$ (1,796)

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Note 14 - Condensed Consolidating Financial Information of Guarantor Subsidiaries (Details) - Condensed Consolidating Statement of Cash Flows (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by operating activities	$ 6,164	$ 3,205
Investing activities:
Cash paid for acquisitions, net	(2,299)	(97,153)
Purchases of equipment and leasehold improvements, net	(2,229)	(712)
Working capital and other settlements for acquisitions	(91)	(1,142)
Proceeds from foreign currency net investment hedges	4,812
Cash paid for foreign currency net investment hedges		(3,356)
Other	(1,250)	(839)
Net cash used in investing activities	(1,057)	(103,202)
Financing activities:
Borrowings under senior secured revolving credit facility	25,478	121,012
Proceeds from the exercise of options and warrants	8,855	14,637
Excess tax benefit related to share-based compensation	2,086	6,190
Net borrowings (repayments) under working capital facilities	(132)	4,123
Repayment of contingent earnout obligation	(1,023)
Payment of deferred financing costs		(225)
Repayment of subordinated unsecured notes payable		(333)
Repayment under senior secured revolving credit facility	(29,331)	(50,000)
Net cash provided by (used in) financing activities	5,933	95,404
Exchange rate impact on cash and cash equivalents	(509)	268
Net increase (decrease) in cash and cash equivalents	10,531	(4,325)
Cash and cash equivalents, beginning of period	9,751	12,829
Cash and cash equivalents, end of period	20,282	8,504
Guarantor Subsidiaries [Member]
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by operating activities	2,226	1,369
Investing activities:
Cash paid for acquisitions, net	(2,299)	(87,615)
Purchases of equipment and leasehold improvements, net	(1,670)	(402)
Working capital and other settlements for acquisitions	(91)
Proceeds from foreign currency net investment hedges	4,812
Cash paid for foreign currency net investment hedges		(3,356)
Other	(1,250)	(839)
Net cash used in investing activities	(498)	(92,212)
Financing activities:
Repayment of subordinated unsecured notes payable		(333)
Intercompany notes and investments and other	7,088	91,614
Net cash provided by (used in) financing activities	7,088	91,281
Net increase (decrease) in cash and cash equivalents	8,816	438
Cash and cash equivalents, beginning of period	388	760
Cash and cash equivalents, end of period	9,202	1,198
Non-Guarantor Subsidiaries [Member]
Condensed Cash Flow Statements, Captions [Line Items]
Net cash provided by operating activities	3,938	1,836
Investing activities:
Cash paid for acquisitions, net		(9,538)
Purchases of equipment and leasehold improvements, net	(559)	(310)
Working capital and other settlements for acquisitions		(1,142)
Net cash used in investing activities	(559)	(10,990)
Financing activities:
Net borrowings (repayments) under working capital facilities	(132)	4,123
Repayment of contingent earnout obligation	(1,023)
Net cash provided by (used in) financing activities	(1,155)	4,123
Exchange rate impact on cash and cash equivalents	(509)	268
Net increase (decrease) in cash and cash equivalents	1,715	(4,763)
Cash and cash equivalents, beginning of period	9,363	12,069
Cash and cash equivalents, end of period	11,080	7,306
Parent Company [Member]
Financing activities:
Borrowings under senior secured revolving credit facility	25,478	121,012
Proceeds from the exercise of options and warrants	8,855	14,637
Excess tax benefit related to share-based compensation	2,086	6,190
Payment of deferred financing costs		(225)
Repayment under senior secured revolving credit facility	(29,331)	(50,000)
Intercompany notes and investments and other	$ (7,088)	$ (91,614)

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Note 13 - Segment and Geographical Information (Details) - Reconciliation of Segment Profit to the Consolidated Statement of Comprehensive Loss (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Reconciliation of Segment Profit to the Consolidated Statement of Comprehensive Loss [Abstract]
Segment Profit	$ 31,952	$ 28,010
Depreciation and amortization	(14,848)	(14,342)
Share-based compensation expense	(6,136)	(5,353)
Acquisition related transaction costs	382	(1,192)
Other expenses	(210)
Income from operations	$ 11,140	$ 7,123

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Note 2 - Summary of Significant Accounting Policies (Details) - Basic and Diluted Net Income per Share Computational Data (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Basic and Diluted Net Income per Share Computational Data [Abstract]
Net income (in Dollars)	$ 2,024	$ (289)
Weighted average basic shares outstanding:
Common stock	40,418	37,089
Weighted average diluted shares outstanding:
Common stock	40,418	37,089
Dilutive securities	2,262
Total	42,680	37,089

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Note 7 - Stockholders' Equity (Details) (USD $) In Millions, except Share data, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Dec. 31, 2014
Note 7 - Stockholders' Equity (Details) [Line Items]
Treasury Stock, Shares, Acquired	0
Treasury Stock, Shares	905,000	905,000
Treasury Stock Acquired, Average Cost Per Share (in Dollars per share)	$ 9.38
Stock Repurchase Program, Remaining Authorized Repurchase Amount (in Dollars)	$ 10.2
Employee Stock Option [Member]
Note 7 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Share-based Compensation, Gross	622,000
Restricted Stock [Member] | 2014 Incentive Compensation Plan [Member] | Certain Officers and Employees [Member]
Note 7 - Stockholders' Equity (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage	50.00%
Restricted Stock [Member] | Certain Officers and Employees [Member]
Note 7 - Stockholders' Equity (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Fair Value (in Dollars)	$ 3.7
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period	3 years
Restricted Stock [Member]
Note 7 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Share-based Compensation, Gross	67,000
Warrant [Member]
Note 7 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Share-based Compensation, Gross	8,000
2014 Incentive Compensation Plan [Member] | Certain Officers and Employees [Member]
Note 7 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Restricted Stock Award, Gross	122,000
Certain Officers and Employees [Member]
Note 7 - Stockholders' Equity (Details) [Line Items]
Stock Issued During Period, Shares, Restricted Stock Award, Gross	91,000

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Accounting Policies, by Policy (Policies)

3 Months Ended

Mar. 31, 2015

Accounting Policies [Abstract]

Use of Estimates, Policy [Policy Text Block]

Use of Estimates

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Management bases its estimates on certain assumptions which they believe are reasonable in the circumstances and actual results could differ from those estimates. The more significant estimates reflected in these consolidated financial statements include the valuation of equity awards, purchase price allocations, useful lives of intangible assets, potential impairment of goodwill and intangible assets, the allowance for doubtful accounts, the portion of accounts receivable deemed to be long term in nature, and the valuation of deferred tax assets, share-based compensation and derivative instruments.

Foreign Currency Transactions and Translations Policy [Policy Text Block]

Foreign Currencies

Assets and liabilities recorded in foreign currencies are translated into U.S. dollars at the exchange rate on the balance sheet date. Revenues and expenses are translated at average rates of exchange prevailing during the year. Translation adjustments resulting from this process are recorded to other comprehensive income (loss) and are reported net of the effect of income taxes on the consolidated financial statements (See Note 2 (p) to the Consolidated Financial Statements).

Cash and Cash Equivalents, Policy [Policy Text Block]

Cash and Cash Equivalents

The Company considers all highly liquid investments with original maturities of three months or less when purchased to be cash equivalents. The Company had no cash equivalents as of December 31, 2014 and March 31, 2015.

Receivables, Policy [Policy Text Block]

Accounts Receivable and Allowance for Doubtful Accounts

Accounts receivable consist of amounts owed to the Company for services provided in the normal course of business and are reported net of allowance for doubtful accounts, which amounted to $9.9 million and $10.3 million as of December 31, 2014 and March 31, 2015, respectively. Generally, no collateral is received from customers and additions to the allowance are based on ongoing credit evaluations of customers with general credit experience being within the range of management’s expectations. Accounts are reviewed regularly for collectability and those deemed uncollectible are written off.  The Company assumes, that on average, all accounts receivable will be collected within one year and thus classifies these as current assets; however there are certain receivables, primarily in the U.K., that have aged longer than one year as of December 31, 2014 and March 31, 2015, and the Company has recorded an estimate for those receivables that will not be collected within one year as long-term in the Consolidated Balance Sheets.

Concentration Risk, Credit Risk, Policy [Policy Text Block]

Concentrations of Credit Risk

The Company routinely assesses the financial strength of its customers and establishes an allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends and other information. For the three months ended March 31, 2014 and 2015, no individual customer accounted for more than 10% of revenues. At December 31, 2014 and March 31, 2015 there was one individual customer that accounted for approximately 14% and 16%, respectively, of the accounts receivable balance.

As of March 31, 2015, the Company had cash and cash equivalents totaling approximately $20.3 million. These amounts were held for future acquisition and working capital purposes and were held in non-interest bearing accounts, of which $9.2 million were held in the U.S. The U.S. amounts were insured under standard FDIC insurance coverage for deposit accounts up to $250,000, per depositor and account ownership category, at each separately insured depository institution.

Property, Plant and Equipment, Policy [Policy Text Block]

Property, Equipment and Leasehold Improvements

Property, equipment and leasehold improvements are recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the respective assets and accelerated methods for income tax purposes. Leasehold improvements are amortized over the lesser of their expected useful life or the remaining lease term. Maintenance and repair costs are expensed as incurred.

Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block]

Long-Lived Assets

In accordance with Impairment or Disposal of Long-Lived Assets, Subsections of Financial Accounting Standards Board (“FASB”) ASC Subtopic 360-10 (“ASC 360”),  Property, Plant, and Equipment — Overall, long-lived assets, such as equipment and purchased intangible assets subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying value. If the carrying value of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying value exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models (using market participant assumptions), quoted market values and third-party independent appraisals, as considered necessary. At December 31, 2014 and March 31, 2015, no impairment was noted.

Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block]

Goodwill and Other Intangible Assets

Goodwill is an asset representing the future economic benefits arising from assets acquired in a business combination that are not individually identified and separately recognized. Goodwill is reviewed for impairment at least annually in accordance with the provisions of FASB ASC Topic 350,  Intangibles — Goodwill and Other  (“ASC 350”). The goodwill impairment test is a two-step test. Under the first step, the fair value of the reporting units are compared with their carrying values (including goodwill). If the fair value of a reporting unit is less than its carrying value, an indication of goodwill impairment exists for the reporting unit and the enterprise must perform step two of the impairment test (measurement). Under step two, an impairment loss is recognized for any excess of the carrying amount of the reporting unit's goodwill over the implied fair value of that goodwill. The implied fair value of goodwill is determined by allocating the fair value of the reporting unit in a manner similar to a purchase price allocation and the residual fair value after this allocation is the implied fair value of the reporting unit goodwill. Fair value of the reporting unit is determined using a discounted cash flow analysis (using market participant assumptions). If the fair value of the reporting unit exceeds its carrying value, step two does not need to be performed.

The Company performed its annual impairment review of goodwill in October of 2014 and it was determined that the carrying amount of goodwill was not impaired as the fair value of the reporting units substantially exceeded their carrying values and there have been no subsequent developments that would indicate impairment exists as of March 31, 2015. The goodwill impairment review will continue to be performed annually and more frequently if facts and circumstances warrant a review.

ASC 350 also requires that intangible assets with definite lives be amortized over their estimated useful lives. Currently, customer relationships, trade names, covenants not-to-compete and technology are amortized using the straight-line method over estimated useful lives.

Deferred Charges, Policy [Policy Text Block]

Deferred Financing Costs

In November 2010, the Company entered into a senior secured revolving credit facility with Bank of America N.A. (“Senior Secured Revolving Credit Facility”) (see Note 10) and has incurred deferred financing costs of $8.3 million, of which $225,000 were incurred in the three months ended March 31, 2014. The Company did not make payments related to these financing costs in the three months ended March 31, 2015.  In July 2011, the Company closed a private offering of $250 million in aggregate principal amount of 9.0% senior notes due 2019 (the “Initial Notes”). In June 2012, in accordance with the registration rights granted to the original purchasers of the Initial Notes, the Company completed an exchange offer of the privately placed Initial Notes for new 9.0% Senior Notes due 2019 (the “Exchange Notes,” and together with the Initial Notes, the “Senior Unsecured Notes”) registered with the SEC with substantially identical terms to the Initial Notes. The Company has incurred deferred financing costs of $7.1 million associated therewith, none of which were incurred in the three months ended March 31, 2014 and 2015.

The deferred financing costs associated with the Senior Secured Revolving Credit Facility and the Senior Unsecured Notes are being amortized to interest expense over the five-year term of the facility, as amended, and the eight-year term of the notes, respectively, using the straight-line method, which approximates the effective interest method.

The Company amortized $571,000 and $587,000 for the three months ended March 31, 2014 and 2015, respectively, to interest expense.

Revenue Recognition, Policy [Policy Text Block]

Revenue Recognition

Revenue related to IMEs, peer reviews, bill reviews, administrative support services and Medicare compliance services is recognized at the time services have been performed and the report is shipped to the end user. The Company believes that recognizing revenue at the time the report is shipped is appropriate because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25,  Revenue Recognition: Overall,  (i) persuasive evidence that arrangement exists, (ii) shipment has occurred, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured. The Company reports revenues net of any sales, use and value added taxes.

Revenue related to other IME services, including litigation support services, medical record retrieval services and case management services, where no report is generated, is recognized at the time the service is performed. The Company believes that recognizing revenue at the time the service is performed is appropriate because the Company’s revenue policies meet the following four criteria in accordance with ASC 605-10-S25, (i) persuasive evidence that arrangement exists, (ii) services have been rendered, (iii) the price is fixed and determinable and (iv) collectability is reasonably assured.

Certain agreements with customers in the U.K. include provisions whereby collection of the amounts billed are contingent on the favorable outcome of the claim.  The Company has deemed these provisions to preclude revenue recognition at the time of performance, as collectability is not reasonably assured and the cash payments are contingent, and is deferring these revenues, net of estimated costs, until the case has been settled, the contingency has been resolved and the cash has been collected.   As of December 31, 2014 and March 31, 2015, the Company had $4.4 million and $3.8 million, respectively, in U.K. net deferred revenues associated with such agreements.

Should changes in conditions cause management to determine these criteria are not met for certain future transactions, revenue recognized for any subsequent reporting period could be adversely affected.

Cost of Sales, Policy [Policy Text Block]

Costs of Revenues

Costs of revenues are comprised of fees paid to members of the Company’s medical panel; other direct costs including transcription, film and medical record obtainment and transportation; and other indirect costs including labor and overhead related to the generation of revenues.

Income Tax, Policy [Policy Text Block]

Income Taxes

Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. The Company applies the provisions of FASB Interpretation No. 48, Accounting for Uncertainty in Income Taxes , (included in FASB ASC Subtopic 740-10,  Income Taxes — Overall ), and recognizes the effect of income tax positions only if those positions are more likely than not of being sustained. Recognized income tax positions are measured at the largest amount that is greater than 50% likely of being realized. Changes in recognition or measurement are reflected in the period in which the change in judgment occurs.

The Company records interest and penalties related to unrecognized tax benefits in income tax expense.

Earnings Per Share, Policy [Policy Text Block]

Income (Loss) Per Common Share

Basic income (loss) per share is calculated by dividing net income (loss) by the weighted-average number of common shares outstanding during each period. Diluted income (loss) per common share is calculated by dividing net income (loss), adjusted on an “as if converted” basis, by the weighted-average number of actual shares outstanding and, when dilutive, the share equivalents that would arise from the assumed conversion of convertible instruments. The effect of potentially dilutive stock options, warrants, shares of restricted stock with service restrictions that have not yet been satisfied and unvested restricted stock units (“RSUs”) is calculated using the treasury stock method.

For the three months ended March 31, 2014, the potentially dilutive securities include options, warrants, shares of restricted stock with a service restriction not yet satisfied and RSUs exercisable into 7.8 million shares of common stock. For the three months ended March 31, 2014, all of the potentially dilutive securities were excluded from the calculation of shares applicable to loss per share, because their inclusion would have been anti-dilutive.

The following table sets forth basic and diluted net income per share computational data for the three months ended March 31, 2015 (amounts in thousands):

	Three Months Ended March 31, 2015
Net income	$	2,024
Weighted average basic shares outstanding:
Common stock		40,418
Weighted average diluted shares outstanding:
Common stock		40,418
Dilutive securities		2,262
Total		42,680

Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block]

Share-Based Compensation

The Company has an Amended and Restated 2008 Stock Incentive Plan, as amended, (the “Plan”) that provides for granting of stock options, restricted stock, RSUs and other equity awards. The Company accounts for share-based awards in accordance with ASC Topic 718, Compensation — Stock Compensation (“ASC 718”). ASC 718 requires measurement of compensation cost for all share-based awards at fair value on the grant date (or measurement date if different) and recognition of compensation expense, net of forfeitures, over the requisite service period for awards expected to vest.

Stock Options

The fair value of stock option grants is determined using the Black-Scholes valuation model. The Black-Scholes option-pricing model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable, characteristics not present in the Company’s stock options. Additionally, option valuation models require the input of highly subjective assumptions, including the expected volatility of the stock price. Because the Company’s stock options have characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimates, in management’s opinion, the existing models may not provide a reliable single measure of the fair value of its share-based awards. The Company’s expected volatility assumptions are based upon the weighted average of the Company’s implied volatility, the Company’s mean reversion volatility and the median of the Company’s peer group’s most recent historical volatilities for 2015 stock option grants. Expected life assumptions are based upon the “simplified” method for those options issued in 2015, which were determined to be issued approximately at-the-money. The risk-free interest rate was selected based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued.

The assumptions utilized for stock option grants during the three months ended March 31, 2015 were as follows:

	2015
Volatility		48.59	%
Expected life (years)		6.00
Risk-free interest rate		2.01	%
Dividend yield		—
Fair value	$	19.37

In the three months ended March 31, 2015, the Company issued approximately 30,000 stock option awards to employees.  The weighted average fair value of each stock option was $19.37 per option and the aggregate fair value was $581,000.  All of these awards vest over a three-year period.  Additionally, a majority of these options could vest earlier in the event of a change in control or merger or other acquisition.  Share-based compensation expense related to stock option awards was $2.8 million and $1.9 million for the three months ended March 31, 2014 and 2015, respectively, of which $694,000 and $469,000, respectively, was included in costs of revenues, and $2.1 million and $1.4 million, respectively, was recorded in selling, general and administrative (“SGA”) expenses.

At March 31, 2015, the unrecognized compensation expense related to stock option awards was $8.1 million, with a remaining weighted average life of 1.7 years.

A summary of option activity for the three months ended March 31, 2015 is as follows:

	Number of options			Weighted average exercise price		Weighted average remaining contractual life (years)		Aggregate intrinsic value (in thousands)
Outstanding at December 31, 2014		4,965,947		$	12.96
Options granted		30,000			40.22
Options forfeited		(15,000	)		25.44
Options exercised		(630,820	)		14.04
Outstanding at March 31, 2015		4,350,127		$	12.95
Exercisable at March 31, 2015		3,745,257		$	10.26		5.9	$	117,454

Aggregate intrinsic value represents the value of the Company’s closing stock price on the last trading day of the fiscal period in excess of the weighted average exercise price multiplied by the number of options outstanding or exercisable. The total intrinsic value of stock options exercised was approximately $16.9 million during the three months ended March 31, 2015.

Restricted Stock and Restricted Stock Units

The Company has granted members of the Board of Directors, certain employees and outside consultants, time lapse restricted stock and RSUs which vest after a stipulated number of years from the grant date depending on the terms of the issue. The fair value of shares of restricted stock and RSUs is determined based upon the market price of the underlying common stock as of the date of grant. Time lapse restricted shares issued and RSUs vest over one to four-year periods. The agreements under which the restricted stock and RSUs are issued provide that shares awarded may not be sold or otherwise transferred until restrictions established under the stock plans have been satisfied. The restriction on a majority of these awards could expire earlier than the stipulated time frame in the event of a change in control or merger or other acquisition. Share-based compensation expense related to shares of restricted stock and RSUs was $2.0 million and $4.1 million for the three months ended March 31, 2014 and 2015, respectively, all of which is included in SGA expenses.

The following is a summary of restricted share and RSU activity for the three months ended March 31, 2015:

	Number of awards			Weighted average grant date fair value
Non-vested awards at December 31, 2014		880,433		$	25.46
Awards granted		612,637			40.54
Awards vested		(176,848	)		18.00
Awards forfeited		(7,880	)		30.46
Non-vested awards at March 31, 2015		1,308,342		$	33.50

The total fair value of vested RSUs and shares of restricted stock during the three months ended March 31, 2014 and 2015 was $2.0 million and $3.2 million, respectively. At March 31, 2015, total unrecognized compensation costs related to non-vested restricted shares and RSUs was $32.9 million which is expected to be recognized over a weighted average period of 2.0 years.

During the three months ended March 31, 2014 and 2015, the Company recorded share-based compensation expense of $539,000 and $130,000, respectively, related to annual incentive compensation plans established by the Compensation Committee of the Board of Directors, all of which was recorded in SGA expenses. The 2014 obligation was settled in March 2015 via the issuance of approximately 122,000 shares of restricted stock, and the 2015 plan year obligation is recorded as accrued expenses in the accompanying Consolidated Balance Sheets.  The 2015 incentive compensation plan contains a performance metric based on the Company’s 2015 financial performance and a subsequent time-based service requirement. If the performance metric is met, the associated liability will be settled in the first quarter of 2016 with the granting of an indeterminate number of restricted shares which will vest equally on June 1, 2016 and 2017.

Fair Value of Financial Instruments, Policy [Policy Text Block]

Fair Value Measurements

The Company’s financial assets and (liabilities), which are measured at fair value on a recurring basis, are categorized using the fair value hierarchy at December 31, 2014 and March 31, 2015, and are as follows (in thousands):

	Level 1		Level 2			Level 3			Total
As of December 31, 2014
Financial instruments:
Contingent consideration	$	—	$	—		$	(6,587	)	$	(6,587	)
Foreign currency derivative asset		—		272			—			272
As of March 31, 2015
Financial instruments:
Contingent consideration	$	—	$	—		$	(4,393	)	$	(4,393	)
Foreign currency derivative liability		—		(159	)		—			(159	)
Foreign currency derivative asset		—		958			—			958

The contingent consideration relates to earnout provisions recorded in conjunction with certain acquisitions completed in 2013 and 2014 (see Note 3). Of the total decrease in fair value of the contingent consideration of $2.2 million in 2015, $1.0 million was settled as cash consideration to satisfy an installment related to a 2014 acquisition and the Company recorded $941,000 in adjustments to the fair value of the obligation related to milestones which were not achieved, or expected to be achieved, recorded to SGA expenses, offset by $66,000 recorded in interest and other expenses, net in the Consolidated Statements of Comprehensive Loss due to changes in the fair value of the contingent consideration and the remaining change is due to currency fluctuations.

The fair value of the foreign currency derivative was determined using observable market inputs such as foreign currency exchange rates and considers nonperformance risk of the Company and that of its counterparties.

Comprehensive Income, Policy [Policy Text Block]

Accumulated Other Comprehensive Income (Loss)

Accumulated other comprehensive income (loss) refers to revenues, expenses, gains and losses that under U.S. GAAP are recorded as a component of stockholders’ equity but are excluded from net income (loss). The Company’s accumulated other comprehensive income (loss) consists of foreign currency translation adjustments, reported net of tax as appropriate, from those subsidiaries not using the U.S. dollar as their functional currency and unrealized gains and losses, reported net of tax as appropriate, resulting from its net investment hedge of its Australian and U.K. subsidiaries. Accumulated other comprehensive income (loss) consists of the following (in thousands):

	Foreign Currency Translation			Net investment hedge - foreign exchange contract			Net investment hedge - Australian denominated debt		Total
Balance at December 31, 2014	$	(18,026	)	$	3,445		$	205	$	(14,376	)
Change during 2015:
Before-tax amount		(13,310	)		5,339			—		(7,971	)
Tax (expense) benefit		4,207			(2,113	)		—		2,094
Total activity in 2015		(9,103	)		3,226			—		(5,877	)
Balance at March 31, 2015	$	(27,129	)	$	6,671		$	205	$	(20,253	)

New Accounting Pronouncements, Policy [Policy Text Block]

Recent Accounting Pronouncements

Recently Adopted Accounting Pronouncements

In April 2014, the FASB issued ASU No. 2014-08, (Topic 205 and 360), “Reporting Discontinued Operations and Disclosure of Disposals of Components of an Entity” (“ASU 2014-08”) which amends the definition for what types of asset disposals are to be considered discontinued operations, and amends the required disclosures for discontinued operations and assets held for sale. ASU 2014-08 also enhances the convergence of the FASB’s and the International Accounting Standard Board’s reporting requirements for discontinued operations. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2014, and interim periods within annual periods beginning on or after December 15, 2015. The Company adopted the provisions of this standard effective January 1, 2015 and the adoption of these provisions did not have a material impact on its financial position, results of operations and cash flows.

Accounting Pronouncements Not Yet Adopted

In May 2014, the FASB issued ASU No. 2014-09, (Topic 606): Revenue from Contracts with Customers (“ASU 2014-09”) which supersedes the revenue recognition requirements in “Topic 605, Revenue Recognition” and requires entities to recognize revenue in a way that depicts the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 is effective retrospectively for annual or interim reporting periods beginning after December 15, 2016, with early application not permitted. The Company is currently evaluating the impact of this standard on its financial position, results of operations and cash flows.

In August 2014, the FASB issued ASU No. 2014-15, “Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertanties about an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-05”) which defines management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. Currently, financial statements are prepared under the presumption that the reporting organization will continue to operate as a going concern, except in limited circumstances. This going concern basis of accounting is critical to financial reporting because it establishes the fundamental basis for measuring and classifying assets and liabilities. ASU 2014-05 provides guidance regarding management’s responsibility to evaluate whether there is substantial doubt about the organization’s ability to continue as a going concern and the related footnote disclosures. The amendments are effective for the year ending December 31, 2016, and for interim periods beginning the first quarter of 2017, with early application permitted. The Company plans to adopt the provisions for the year ending December 31, 2016 and will provide such disclosures as required if there are conditions and events that raise substantial doubt about its ability to continue as a going concern. The Company currently does not expect the adoption to have a material impact on its consolidated financial statements.

In April 2015, the FASB issued ASU No. 2015-03, “Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs” (“ASU 2015-03”) which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in ASU 2015-03. The amendments in this update are effective for fiscal periods beginning on or after December 15, 2015, and interim periods within those fiscal years. The Company is currently evaluating the impact of this standard on its financial position, results of operations and cash flows.

There were various other accounting standards and interpretations issued during 2014 and 2015 the Company has not yet been required to adopt, none of which are expected to have a material impact on its financial position, results of operations and cash flows.

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Note 6 - Accrued Expenses (Tables)

3 Months Ended

Mar. 31, 2015

Payables and Accruals [Abstract]

Schedule of Accrued Liabilities [Table Text Block]

	December 31, 2014		March 31, 2015
Accrued compensation and benefits	$	15,041	$	14,416
Accrued selling and professional fees		4,202		3,892
Accrued income, value added and other taxes		26,576		26,954
Accrued medical panel fees		4,391		3,890
Other accrued expenses		3,768		3,293
Totals	$	53,978	$	52,445

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Note 5 - Goodwill and Intangible Assets (Details) - Intangible Amortization Expense (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Intangible Amortization Expense [Abstract]
Nine months ended December 31, 2015	$ 33,846
2016	33,633
2017	21,172
2018	2,094
2019	883
Total	$ 91,628	$ 102,583

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Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 (USD $)	3 Months Ended		12 Months Ended
	Mar. 31, 2015		Dec. 31, 2014
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Goodwill	$ 490,007,000	[1]	$ 495,679,000	[1]
Scenario, Previously Reported [Member] | 2014 Acquisitions [Member] | Customer Relationships [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets			50,216,000
Scenario, Previously Reported [Member] | 2014 Acquisitions [Member] | Trade Names [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets			10,342,000
Scenario, Previously Reported [Member] | 2014 Acquisitions [Member] | Noncompete Agreements [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets			590,000
Scenario, Previously Reported [Member] | 2014 Acquisitions [Member] | Technology-Based Intangible Assets [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets			1,870,000
Scenario, Previously Reported [Member] | 2014 Acquisitions [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Equipment and leasehold improvements			886,000
Goodwill			136,034,000
Net deferred tax liability associated with step-up in book basis			(9,041,000)
Assets acquired and liabilities assumed, net			3,785,000
Totals			194,682,000
Scenario, Adjustment [Member] | 2014 Acquisitions [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Goodwill			468,000
Assets acquired and liabilities assumed, net			(377,000)
Totals	91,000		91,000
2014 Acquisitions [Member] | Customer Relationships [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets	50,216,000
2014 Acquisitions [Member] | Trade Names [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets	10,342,000
2014 Acquisitions [Member] | Noncompete Agreements [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets	590,000
2014 Acquisitions [Member] | Technology-Based Intangible Assets [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Intangible assets	1,870,000
2014 Acquisitions [Member]
Note 3 - Acquisitions (Details) - Preliminary Allocation of Purchase Price, 2014 [Line Items]
Equipment and leasehold improvements	886,000
Goodwill	136,502,000
Net deferred tax liability associated with step-up in book basis	(9,041,000)
Assets acquired and liabilities assumed, net	3,408,000
Totals	$ 194,773,000		$ 194,800,000

[1] Goodwill recorded in connection with certain tax benefits to be realized in the Company's U.S. income tax returns has been reflected in the United States segment.

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Consolidated Statements of Cash Flows (Unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended
	Mar. 31, 2015	Mar. 31, 2014
Operating activities:
Net income (loss)	$ 2,024	$ (289)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	14,848	14,342
Amortization of deferred rent	138	(44)
Share-based compensation	6,136	5,353
Excess tax benefit related to share-based compensation	(2,086)	(6,190)
Provision for doubtful accounts	1,918	1,359
Amortization of deferred financing costs	587	571
Deferred income taxes	(1,759)	(2,228)
Changes in operating assets and liabilities, net of effects of acquisitions:
Accounts receivable	(14,763)	(12,501)
Prepaid expenses and other current assets	1,010	(1,715)
Accounts payable and accrued expenses	4,668	9,612
Accrued interest expense	(5,640)	(5,457)
Deferred revenue and customer deposits	(133)	442
Other liabilities	(784)	(50)
Net cash provided by operating activities	6,164	3,205
Investing activities:
Cash paid for acquisitions, net	(2,299)	(97,153)
Purchases of building, equipment and leasehold improvements, net	(2,229)	(712)
Working capital and other settlements for acquisitions	(91)	(1,142)
Proceeds from (cash paid for) foreign currency net investment hedges	4,812	(3,356)
Other	(1,250)	(839)
Net cash used in investing activities	(1,057)	(103,202)
Financing activities:
Borrowings under senior secured revolving credit facility	25,478	121,012
Proceeds from the exercise of options and warrants	8,855	14,637
Excess tax benefit related to share-based compensation	2,086	6,190
Net borrowings (repayments) under working capital facilities	(132)	4,123
Payment of deferred financing costs		(225)
Repayment of subordinated unsecured notes payable		(333)
Repayment of contingent earnout obligation	(1,023)
Repayments under senior secured revolving credit facility	(29,331)	(50,000)
Net cash provided by financing activities	5,933	95,404
Exchange rate impact on cash and cash equivalents	(509)	268
Net increase (decrease) in cash and cash equivalents	10,531	(4,325)
Cash and cash equivalents, beginning of period	9,751	12,829
Cash and cash equivalents, end of period	20,282	8,504
Supplemental disclosures of cash flow information:
Cash paid for interest	12,979	12,488
Cash paid for (refund from) income taxes	$ 2,703	$ (1,042)

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Note 5 - Goodwill and Intangible Assets

3 Months Ended

Mar. 31, 2015

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets Disclosure [Text Block]

 (5)             Goodwill and Intangible Assets

Goodwill by segment at December 31, 2014 and March 31, 2015 consists of the following (in thousands) (1):

	United					United
	States		Canada			Kingdom			Australia			Total
Balance at December 31, 2014	$	401,560	$	17,178		$	38,354		$	38,587		$	495,679
Goodwill acquired during the year		807		—			—			—			807
Adjustments to prior year acquisitions		468		—			—			—			468
Effect of foreign currency translation		—		(2,021	)		(1,868	)		(3,058	)		(6,947	)
Balance at March 31, 2015	$	402,835	$	15,157		$	36,486		$	35,529		$	490,007

(1) Goodwill recorded in connection with certain tax benefits to be realized in the Company’s U.S. income tax returns has been reflected in the United States segment.

   Intangible assets at December 31, 2014 and March 31, 2015, consist of the following (in thousands):

			December 31, 2014
	Estimated useful lives (months)		Gross carrying amount		Accumulated amortization			Net carrying value
Amortizable intangible assets:
Customer relationships		40 to 60	$	244,211	$	(167,943	)	$	76,268
Tradenames		45 to 84		68,264		(45,901	)		22,363
Covenants not to compete		36		6,761		(4,116	)		2,645
Technology		24 to 40		9,188		(7,881	)		1,307
Totals			$	328,424	$	(225,841	)	$	102,583

			March 31, 2015
	Estimated useful lives (months)		Gross carrying amount		Accumulated amortization			Net carrying value
Amortizable intangible assets:
Customer relationships		40 to 60	$	239,707	$	(174,154	)	$	65,553
Tradenames		45 to 84		67,176		(47,146	)		20,030
Covenants not to compete		36		9,487		(4,578	)		4,909
Technology		24 to 40		9,048		(7,912	)		1,136
Totals			$	325,418	$	(233,790	)	$	91,628

The aggregate intangible amortization expense was $12.9 million and $13.1 million for the three months ended March 31, 2014 and 2015, respectively. The estimated future amortization expense of intangible assets is as follows (in thousands):

	Amount
Nine months ended December 31, 2015	$	33,846
Year ended December 31:
2016		33,633
2017		21,172
2018		2,094
2019		883
Total	$	91,628

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Note 11 - Financial Instruments (Details)	3 Months Ended			3 Months Ended
	Mar. 31, 2015 USD ($)	Sep. 30, 2013 GBP (£)	Jun. 30, 2013 AUD	Mar. 31, 2015 Forward Contracts [Member] USD ($)	Mar. 31, 2015 Other Current Assets [Member] USD ($)	Dec. 31, 2014 Other Current Assets [Member] USD ($)	Mar. 31, 2015 Other Current Liabilities [Member] USD ($)
Note 11 - Financial Instruments (Details) [Line Items]
Derivative, Amount of Hedged Item		£ 40,000,000	60,000,000
Proceeds from Hedge, Investing Activities	4,812,000			4,800,000
Derivative Assets (Liabilities), at Fair Value, Net						272,000
Derivative Asset					958,000
Derivative Liability							$ 159,000

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Note 9 - Commitments and Contingencies (Tables)

3 Months Ended

Mar. 31, 2015

Commitments and Contingencies Disclosure [Abstract]

Operating Leases of Lessee Disclosure [Table Text Block]

	Amount
Nine months ended December 31, 2015	$	9,835
Year ended December 31:
2016		11,335
2017		9,747
2018		7,977
2019		5,423
Thereafter		5,043
Total	$	49,360

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Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis (USD $) In Thousands, unless otherwise specified	Mar. 31, 2015	Dec. 31, 2014
Fair Value, Inputs, Level 1 [Member] | Contingent Consideration [Member]
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis [Line Items]
Financial instruments, fair value		$ 0
Fair Value, Inputs, Level 2 [Member] | Foreign Currency Derivative Asset [Member]
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis [Line Items]
Financial instruments, fair value	958	272
Fair Value, Inputs, Level 2 [Member] | Foreign Currency Derivative Liability [Member]
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis [Line Items]
Financial instruments, fair value	(159)
Fair Value, Inputs, Level 3 [Member] | Contingent Consideration [Member]
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis [Line Items]
Financial instruments, fair value	(4,393)	(6,587)
Contingent Consideration [Member]
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis [Line Items]
Financial instruments, fair value	(4,393)	(6,587)
Foreign Currency Derivative Asset [Member]
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis [Line Items]
Financial instruments, fair value	958	272
Foreign Currency Derivative Liability [Member]
Note 2 - Summary of Significant Accounting Policies (Details) - Fair Value of Financial Assets Measured on a Recurring Basis [Line Items]
Financial instruments, fair value	$ (159)

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Note 15 - Subsequent Events

3 Months Ended

Mar. 31, 2015

Subsequent Events [Abstract]

Subsequent Events [Text Block]

(15)           Subsequent Events

The Company has evaluated subsequent events from the balance sheet date through the date of this filing and identified the following items:

5.625% Senior Notes due 2023

On April 16, 2015, the Company closed the public offering of $500.0 million in aggregate principal amount of 5.625% senior notes due 2023 (the “Notes”). The Notes were issued at a price of 100% of their principal amount. The Notes are senior obligations of ExamWorks and are guaranteed by certain of ExamWorks’ existing and future U.S. subsidiaries. A portion of the gross proceeds of $500.0 million were or will be used to repay all outstanding borrowings under the Senior Secured Revolving Credit Facility, to redeem all of the Senior Unsecured Notes, to pay related fees and expenses, and for general corporate purposes, including acquisitions.

Amended and Restated Senior Secured Revolving Credit Facility

Concurrently with the issuance of the Notes, on April 16, 2015, the Company amended and restated the terms of its Senior Secured Revolving Credit Facility in connection with the offering of the Notes pursuant to an amended and restated credit agreement (the “Amended and Restated Credit Facility”) dated April 16, 2015. The Amended and Restated Credit Facility provides for up to $300.0 million of revolving extensions of credit outstanding at any time (including revolving loans, swingline loans and letters of credit). During the term of the Amended and Restated Credit Facility, the Company has the right, subject to compliance with the covenants specified in the Amended and Restated Credit Facility and the Notes, to increase the revolving extensions under the Amended and Restated Credit Facility to a maximum of $400.0 million. The term of the Senior Secured Revolving Credit Facility was extended for five years from the date of the amendment to April 2020.

Working Capital Facilities

On April 16, 2015, the Company amended both the working capital facility provided to UKIM by Barclays Bank PLC and the working capital facility provided to Premex by Barclays Bank PLC to, among other things, extend the term by a period of 36 months to April 2018. The amounts outstanding under these facilities have been reclassified from current to long-term as of March 31, 2015.