Income Taxes

On December 22, 2017, the Tax Cuts and Jobs Act (the “2017 Tax Act”) was signed into law. The 2017 Tax Act includes a number of changes to existing U.S. Internal Revenue Code, including a reduction of the U.S. corporate income tax rate from 35% to 21% for tax years beginning after December 31, 2017. The 2017 Tax Act also provides for a one-time transition tax on certain foreign earnings (the “Transition Tax”). In addition, the 2017 Tax Act contains prospective changes beginning in 2018, which impose limitations on the deductibility of executive compensation and interest, a general elimination of U.S. federal income taxes on dividends from foreign subsidiaries, and a new provision designed to tax global intangible low-taxed income ("GILTI"). The Company has not yet made a policy decision on how it intends to account for this in 2018.

In response to the requirements of the 2017 Tax Act, the SEC staff issued Staff Accounting Bulletin ("SAB") No. 118, which provides guidance for the application of Accounting Standards Codification ("ASC") Topic 740, Income Taxes, in the reporting period in which the 2017 Tax Act was signed into law. SAB No. 118 provides guidance regarding the recording of tax impacts where uncertainty exists, in the period of adoption of the 2017 Tax Act. In accordance with this guidance, the Company’s financial results reflect provisional amounts for those specific income tax effects of the 2017 Tax Act for which the accounting under ASC Topic 740 is incomplete but a reasonable estimate could be determined. The Company did not identify items for which the income tax effects of the 2017 Tax Act have not been completed and a reasonable estimate could not be determined.

The Company recorded a net tax benefit of $44.9 million in 2017, related to the 2017 Tax Act, consisting largely of the following amounts:

Reduction of the U.S. Corporate Income Tax Rate: The 2017 Tax Act reduces the U.S. federal corporate tax rate from 35% to 21% for tax years beginning after December 31, 2017. Under Topic ASC 740, the Company must remeasure its deferred tax assets and liabilities using enacted rates that will apply in the years in which the temporary differences are expected to be recovered or paid. The Company has evaluated these changes and has recorded a provisional reduction to income tax expense of $65.1 million with a corresponding reduction to net deferred tax liabilities as of December 31, 2017.

Transition Tax on Unrepatriated Foreign Earnings: The Transition Tax on unrepatriated foreign earnings is a tax on previously untaxed accumulated and current earnings and profits ("E&P") of the Company's foreign subsidiaries. To determine the amount of the Transition Tax, the Company must determine, among other factors, the amount of post-1986 E&P of its foreign subsidiaries, as well as the amount of non-U.S. income taxes paid on those earnings. The Company recorded a provisional Transition Tax expense of $18.7 million. Under the provisions of the 2017 Tax Act, a company is permitted to elect to pay this liability over an eight-year period. The Company plans to make that election and estimates that $2.5 million of this Transition Tax liability will be paid within the next 12 months.

We expect to finalize the deferred tax and Transition Tax calculations in the second half of 2018.

The table below summarizes significant components of deferred tax assets and liabilities.



	Year Ended December 31,
	2017			2016
Deferred tax assets
Allowance for doubtful accounts	$	11,279		$	17,220
Accrued vacation and bonus	23,896			38,596
Deferred rent	8,491			12,034
Share-based compensation	15,108			24,783
Notes receivable from employees	12,879			21,010
State net operating loss carryforward and credits	3,586			4,169
Foreign net operating loss carryforward	12,075			12,437
Future foreign tax credit asset and foreign tax credit carryforward	7,403			2,545
Deferred compensation	2,688			3,084
Other, net	7,159			5,284
Total deferred tax assets	104,564			141,162
Deferred tax liabilities
Revenue recognition	(7,227		)	(11,590		)
Property, equipment and capitalized software	(2,308		)	(6,527		)
Goodwill and other intangible asset amortization	(190,638		)	(273,990		)
Total deferred tax liabilities	(200,173		)	(292,107		)
Foreign withholding tax	(1,035		)	—
Valuation allowance	(21,621		)	(18,900		)
Net deferred tax liabilities	$	(118,265	)	$	(169,845	)

As of December 31, 2017 and 2016, the Company believed certain deferred tax assets principally associated with foreign net operating loss, foreign tax credit carryforwards and other related foreign balance sheet accounts, which can be carried forward for periods ranging from 20 years to indefinite, would expire unused based on updated forward-looking financial information. Therefore, valuation allowances of $21.6 million and $18.9 million were recorded against the Company’s net deferred tax assets as of December 31, 2017 and 2016, respectively.

In 2016 and prior years, the Company did not provide deferred tax on the undistributed non-U.S. subsidiary earnings that were considered indefinitely reinvested. These earnings were subject to taxation in 2017 under the Transition Tax rules of the 2017 Tax Act. While all of our undistributed non-U.S. subsidiary earnings have been subjected to U.S. federal tax, such earnings could still potentially be subject to foreign withholding taxes. The Company is still evaluating the impact of the 2017 Tax Act on its assertion to indefinitely reinvest the earnings from certain of its foreign jurisdictions and therefore continues to assert that such earnings will be indefinitely reinvested.

As of December 31, 2017, we have not recorded a $13.4 million deferred tax liability related to the tax basis difference in the investment in our foreign subsidiaries, as the investment is considered permanent in nature.

The table below summarizes the components of income before income tax provision from continuing operations.



	Year Ended December 31,
	2017		2016		2015
Domestic	$	30,013	$	66,202	$	59,408
Foreign	57,092		61,601		45,978
Total	$	87,105	$	127,803	$	105,386

The table below summarizes the components of income tax provision from continuing operations.



	Year Ended December 31,
	2017			2016			2015
Current
Federal	$	15,164		$	(3,326	)	$	23,957
State	742			1,686			1,943
Foreign	14,816			13,864			10,029
	30,722			12,224			35,929
Deferred
Federal	(47,820		)	23,182			1,546
State	(152		)	8,284			1,265
Foreign	(3,607		)	(1,407		)	593
	(51,579		)	30,059			3,404
Income tax provision	$	(20,857	)	$	42,283		$	39,333

Our income tax provision (benefit) from continuing operations resulted in effective tax rates that varied from the statutory federal income tax rate as summarized below.



	Year Ended December 31,
	2017			2016			2015
Income tax expense at federal statutory rate	$	30,487		$	44,731		$	36,885
State income taxes, net of federal benefit	781			6,075			1,587
Benefit from lower foreign tax rates	(8,500		)	(7,827		)	(5,973		)
Valuation allowance on foreign tax credits and net operating loss carryforward	253			254			2,326
Other expenses not deductible for tax purposes	2,466			3,082			2,719
Adjustment to reserve for uncertain tax positions	456			(3,547		)	658
Impact of 2017 U.S. tax reform — deferred tax	(63,525		)	—			—
Impact of 2017 U.S. tax reform — transition tax	18,655			—			—
Other adjustments, net	(1,930		)	(485		)	1,131
Income tax provision (benefit)	$	(20,857	)	$	42,283		$	39,333

The income tax benefit for 2017 was $20.9 million, as compared with income tax expense of $42.3 million in 2016. The lower expense is primarily attributable to lower pre-tax income in 2017 as compared with 2016 and the impact of the discrete income tax benefit of $44.9 million recorded in connection with the 2017 Tax Act.

We file numerous consolidated and separate income tax returns in the U.S. federal jurisdiction and in many city, state and foreign jurisdictions. We are no longer subject to U.S. federal income tax examinations for years prior to 2013. We are also no longer subject to state and local or foreign tax examinations by tax authorities for years prior to 2011.

Our liability for uncertain tax positions was $2.7 million as of December 31, 2017 and 2016, respectively. As of December 31, 2017, our accrual for the payment of tax-related interest and penalties was not significant.