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Document Entity Information - USD ($)	12 Months Ended
Document Entity Information - USD ($)	Dec. 31, 2014	Feb. 25, 2015	Jun. 30, 2014
Document Entity Information [Abstract]
Entity Registrant Name	BioScrip, Inc.
Entity Central Index Key	0001014739
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Document Type	10-K
Document Period End Date	Dec. 31, 2014
Document Fiscal Year Focus	2014
Document Fiscal Period Focus	FY
Amendment Flag	false
Entity Common Stock, Shares Outstanding		68,636,965
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 566,219,922

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2014	Dec. 31, 2013
Current assets
Cash and cash equivalents	$ 740	$ 1,001
Receivables, less allowance for doubtful accounts of $66,500 and $17,836 at December 31, 2014 and December 31, 2013, respectively	140,810	172,188
Inventory	37,215	34,341
Prepaid expenses and other current assets	9,450	14,110
Current assets of discontinued operations	0	15,316
Total current assets	188,215	236,956
Property and equipment, net	38,171	41,182
Goodwill	573,323	571,337
Intangible assets, net	10,269	16,824
Deferred financing costs	13,463	17,184
Other non-current assets	1,272	3,733
Non-current assets of discontinued operations	0	49,642
Total assets	824,713	936,858
Current liabilities
Current portion of long-term debt	5,395	60,257
Accounts payable	90,032	63,575
Claims payable	8,162	2,547
Amounts due to plan sponsors	5,779	4,826
Accrued interest	6,853	2,173
Accrued expenses and other current liabilities	46,092	36,371
Current liabilities of discontinued operations	0	6,576
Total current liabilities	162,313	176,325
Long-term debt, net of current portion	418,408	375,322
Deferred taxes	19,058	6,935
Other non-current liabilities	8,129	17,540
Non-current liabilities of discontinued operations	0	6,153
Total liabilities	607,908	582,275
Stockholders’ equity
Preferred stock, $.0001 par value; 5,000,000 shares authorized; no shares issued or outstanding	0	0
Common stock, $.0001 par value; 125,000,000 shares authorized; 71,274,064 and 70,711,439 shares issued and 68,636,965 and 68,128,919 shares outstanding as of December 31, 2014 and 2013, respectively	8	7
Treasury stock, 2,637,099 and 2,582,520 shares, at cost, as of December 31, 2014 and 2013	(10,679)	(10,311)
Additional paid-in capital	529,682	519,625
Accumulated deficit	(302,206)	(154,738)
Total stockholders’ equity	216,805	354,583
Total liabilities and stockholders’ equity	$ 824,713	$ 936,858

CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Thousands	Dec. 31, 2014	Dec. 31, 2013
Condensed Consolidate Balance Sheets Parenthetical [Abstract]
Allowance for Doubtful Accounts Receivable, Current	$ 66,500	$ 17,836
Preferred Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Preferred Stock, Shares Authorized	5,000,000	5,000,000
Preferred Stock, Shares Issued	0	0
Preferred Stock, Shares Outstanding	0	0
Common Stock, Par or Stated Value Per Share	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	125,000,000	125,000,000
Common Stock, Shares, Issued	71,274,064	70,711,439
Common Stock, Shares, Outstanding	68,636,965	68,128,919
Treasury Stock, Shares	2,637,099	2,582,520

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Income Statement [Abstract]
Product revenue	$ 901,653	$ 675,684	$ 471,506
Service revenue	82,402	93,774	121,941
Total revenue	984,055	769,458	593,447
Cost of product revenue	645,419	466,155	325,271
Cost of service revenue	77,570	59,690	72,274
Total cost of revenue	722,989	525,845	397,545
Gross profit	261,066	243,613	195,902
Selling, general and administrative expenses	239,810	209,627	162,879
Change in fair value of contingent consideration	(7,364)	(5,786)	0
Bad debt expense	79,574	19,625	13,201
Acquisition and integration expenses	17,924	16,130	4,046
Restructuring and other expenses	15,646	7,718	5,143
Amortization of intangibles	6,555	6,671	3,957
Income (loss) from operations	(91,079)	(10,372)	6,676
Interest expense, net	38,539	28,198	26,068
Loss on extinguishment of debt	2,373	15,898	0
Loss from continuing operations, before income taxes	(131,991)	(54,468)	(19,392)
Income tax provision (benefit)	11,391	2,523	(7,117)
Loss from continuing operations, net of income taxes	(143,382)	(56,991)	(12,275)
Income (loss) from discontinued operations, net of income taxes	(4,086)	(12,663)	76,982
Net income (loss)	$ (147,468)	$ (69,654)	$ 64,707
Income (loss) per common share:
Loss from continuing operations, basic and diluted	$ (2.09)	$ (0.89)	$ (0.22)
Income (loss) from discontinued operations, basic and diluted	(0.06)	(0.19)	1.37
Income (loss), basic and diluted	$ (2.15)	$ (1.08)	$ 1.15
Weighted average common shares outstanding
Weighted average common shares outstanding, basic and diluted	68,476	64,560	56,239

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Total	Common Stock	Treasury Stock	Additional Paid-in Capital	Accumulated Deficit
Balance at Dec. 31, 2011	$ 215,279	$ 6	$ (10,461)	$ 375,525	$ (149,791)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options	8,611			8,611
Surrender of stock to satisfy minimum tax withholding	(174)		(174)
Issuance of treasury stock for restricted stock vesting	0		324	(324)
Compensation under employee stock compensation plan	4,986			4,986
Net income (loss)	64,707				64,707
Balance at Dec. 31, 2012	293,409	6	(10,311)	388,798	(85,084)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net proceeds of public stock offering	118,382	1		118,381
Exercise of stock options	2,549			2,549
Compensation under employee stock compensation plan	9,498			9,498
Exercise of warrants	399			399
Net income (loss)	(69,654)				(69,654)
Balance at Dec. 31, 2013	354,583	7	(10,311)	519,625	(154,738)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options	1,468	1		1,467
Surrender of stock to satisfy minimum tax withholding	(368)		(368)
Compensation under employee stock compensation plan	8,590			8,590
Net income (loss)	(147,468)				(147,468)
Balance at Dec. 31, 2014	$ 216,805	$ 8	$ (10,679)	$ 529,682	$ (302,206)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Cash flows from operating activities:
Net income (loss)	$ (147,468)	$ (69,654)	$ 64,707
Less: Income (loss) from discontinued operations, net of income taxes	(4,086)	(12,663)	76,982
Loss from continuing operations, net of income taxes	(143,382)	(56,991)	(12,275)
Adjustments to reconcile net loss from continuing operations to net cash provided by (used in) operating activities:
Depreciation	16,388	13,381	8,367
Amortization of intangibles	6,555	6,671	3,957
Amortization of deferred financing costs and debt discount	4,153	2,259	1,261
Change in fair value of contingent consideration	(7,364)	(5,786)	0
Change in deferred income tax	12,318	4,801	(32)
Compensation under stock-based compensation plans	8,570	9,450	6,122
Loss on disposal of fixed assets	0	0	156
Loss on extinguishment of debt	2,373	15,898	0
Equity in earnings of unconsolidated affiliate	0	675	0
Changes in assets and liabilities, net of acquired businesses:
Receivables, net of bad debt expense	30,650	(33,511)	103,937
Inventory	(2,952)	4,939	(15,249)
Prepaid expenses and other assets	5,464	(456)	3,805
Accounts payable	26,021	22,260	(48,369)
Claims payable	5,614	(4,864)	(4,354)
Amounts due to plan sponsors	953	(13,105)	(7,025)
Accrued interest	4,681	(3,627)	(22)
Accrued expenses and other liabilities	5,313	(8,005)	9,062
Net cash provided by (used in) operating activities from continuing operations	(24,645)	(46,011)	49,341
Net cash provided by (used in) operating activities from discontinued operations	(6,771)	(8,542)	(22,457)
Net cash provided by (used in) operating activities	(31,416)	(54,553)	26,884
Cash flows from investing activities:
Purchases of property and equipment, net	(13,829)	(25,525)	(10,658)
Cash consideration paid for acquisitions, net of cash acquired	(454)	(282,998)	(43,046)
Net cash proceeds from sale of unconsolidated affiliate	852	8,617	0
Cash advances to unconsolidated affiliate	0	(2,363)	0
Cash consideration paid to DS Pharmacy	0	0	(2,935)
Cash consideration paid for unconsolidated affiliate, net of cash acquired	0	0	(10,652)
Net cash used in investing activities from continuing operations	(13,431)	(302,269)	(67,291)
Net cash provided by (used in) investing activities from discontinued operations	57,688	(101)	161,171
Net cash provided by (used in) investing activities	44,257	(302,370)	93,880
Cash flows from financing activities:
Proceeds from public stock offering	0	118,382	0
Proceeds from senior notes due 2021, net of discount, lenders' fees and other expenses	194,539	0	0
Proceeds from senior credit facilities, net of fees paid to issuers	0	378,091	0
Repayment of 10 1/4% senior unsecured notes	0	(237,397)	0
Deferred and other financing costs	(1,135)	0	0
Borrowings on revolving credit facility	244,700	449,559	1,244,050
Repayments on revolving credit facility	(279,703)	(409,559)	(1,307,872)
Principal payments of long-term debt	(172,243)	(5,000)	0
Repayments of capital leases	(360)	(802)	(3,278)
Net proceeds from exercise of employee stock compensation plans	1,468	2,549	8,611
Surrender of stock to satisfy minimum tax withholding	(368)	0	(174)
Net cash provided by (used in) financing activities	(13,102)	295,823	(58,663)
Net change in cash and cash equivalents	(261)	(61,100)	62,101
Cash and cash equivalents - beginning of period	1,001	62,101	0
Cash and cash equivalents - end of period	740	1,001	62,101
DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the period for interest	34,133	25,589	27,528
Cash paid during the period for income taxes, net of refunds	1,651	3,137	1,042
DISCLOSURE OF NON-CASH TRANSACTIONS:
Capital lease obligations incurred to acquire property and equipment	$ 107	$ 20	$ 6,631

CONSOLIDATED STATEMENTS OF CASH FLOWS (Parentheticals) - Senior Unsecured 10 1/4% Notes	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Mar. 25, 2010
Debt Instrument
Debt Instrument, Interest Rate, Stated Percentage	10.25%
Unsecured Debt
Debt Instrument
Debt Instrument, Interest Rate, Stated Percentage	10.25%	10.25%	10.25%	10.25%

NATURE OF BUSINESS	12 Months Ended
NATURE OF BUSINESS	Dec. 31, 2014
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	NATURE OF BUSINESS Corporate Organization and Business BioScrip, Inc. and subsidiaries (the “Company” or “BioScrip”) is a national provider of infusion and home care management solutions that partners with physicians, hospital systems, skilled nursing facilities, healthcare payors and pharmaceutical manufacturers to provide patients access to post-acute care services. The Company operates with a commitment to bring customer-focused pharmacy and related healthcare infusion therapy services into the home or alternate-site setting. By collaborating with the full spectrum of healthcare professionals and the patient, the Company aims to provide cost-effective care that is driven by clinical excellence, customer service and values that promote positive outcomes and an enhanced quality of life for those whom we serve. The Company’s platform provides nationwide service capabilities and the ability to deliver clinical management services that offer patients a high-touch, community-based and home-based care environment. The Company’s core services are provided in coordination with, and under the direction of, the patient’s physician. The Company's multidisciplinary team of clinicians, including pharmacists, nurses, dieticians and respiratory therapists, work with the physician to develop a plan of care suited to the patient’s specific needs. Whether in the home, physician office, ambulatory infusion center, skilled nursing facility or other alternate sites of care, the Company provides products, services and condition-specific clinical management programs tailored to improve the care of individuals with complex health conditions such as gastrointestinal abnormalities, infectious diseases, cancer, multiple sclerosis, organ and blood cell transplants, bleeding disorders, immune deficiencies and heart failure. On March 31, 2014, the Company completed the sale of substantially all of its Home Health Services segment to LHC Group, Inc. (see Note 5 - Discontinued Operations). As a result of the sale of the Home Health Services segment, the Company has two operating and reportable segments, “Infusion Services” and “PBM Services”. These operating and reportable segments reflect how the Company's chief operating decision maker reviews the Company’s results in terms of allocating resources and assessing performance. Basis of Presentation The Company’s Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). Reclassifications With the sale of the Home Health Services segment on March 31, 2014, all prior period financial statements have been reclassified to include the Home Health Services segment as discontinued operations. In addition, certain prior period amounts have been reclassified to conform to the current year presentation. Such reclassifications had no material effect on our previously reported Consolidated Financial Statements.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

12 Months Ended

Dec. 31, 2014

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Consolidation

The Consolidated Financial Statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make certain estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Fair Value Measurements

The fair value measurement accounting standard, ASC Topic 820, Fair Value Measurement (“ASC 820”), provides a framework for measuring fair value and defines fair value as the price that would be received to sell an asset or paid to transfer a liability. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. The standard establishes a valuation hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs market participants would use in valuing the asset or liability developed based on independent market data sources. Unobservable inputs are inputs that reflect the Company’s assumptions about the factors market participants would use in valuing the asset or liability developed based upon the best information available.

The valuation hierarchy is composed of three categories. The categorization within the valuation hierarchy is based on the lowest level of input that is significant to the fair value measurement. The categories within the valuation hierarchy are described as follows:


•	Level 1 - Inputs to the fair value measurement are quoted prices in active markets for identical assets or liabilities.


•	Level 2 - Inputs to the fair value measurement include quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly.


•	Level 3 - Inputs to the fair value measurement are unobservable inputs or valuation techniques.

Cash and Cash Equivalents

Highly liquid investments with a maturity of three months or less when purchased are classified as cash equivalents.

Receivables

Receivables include amounts due from government sources, such as Medicare and Medicaid programs, PBMs, Managed Care Organizations and other commercial insurance (“Plan Sponsors”); amounts due from patient co-payments; amounts due from pharmaceutical manufacturers for rebates; and service fees resulting from the distribution of certain drugs through retail pharmacies.

Allowance for Doubtful Accounts

The allowance for doubtful accounts is based on estimates of losses related to receivable balances. The risk of collection varies based upon the product, the payor (commercial health insurance and government) and the patient’s ability to pay the amounts not reimbursed by the payor. We estimate the allowance for doubtful accounts based on several factors including the age of the outstanding receivables, the historical experience of collections, adjusting for current economic conditions and, in some cases, evaluating specific customer accounts for the ability to pay. Collection agencies are employed and legal action is taken when we determine that taking collection actions is reasonable relative to the probability of receiving payment on amounts owed. Management judgment is used to assess the collectability of accounts and the ability of our customers to pay. Judgment is also used to assess trends in collections and the effects of systems and business process changes on our expected collection rates. The Company reviews the estimation process quarterly and makes changes to the estimates as necessary. When it is determined that a customer account is uncollectible, that balance is written off against the existing allowance.

Change in Estimate of the Collectability of Accounts Receivable

During the year ended December 31, 2014, the Company experienced deterioration in the aging of certain accounts receivable primarily due to delays and disruptions related to the integration of its acquisitions in 2013. The disruption to billing and collection processes was attributable in part to the following:


•	Re-licensure and new managed care credentialing was required in connection with the CarePoint Business;


•	Medicare claims were not filed until retraining and review of eligibility was performed;


•	Merged facilities and work teams in seven large markets and related employee turnover;


•	Conversion to a single version of our dispensing and billing system while still managing accounts receivable run-off on five other legacy versions; and


•	Cash posting challenges that delayed secondary and patient billings and patient statement issuance.

The Company outsourced collections to third party agency partners and hired and trained billing and collection personnel to mitigate the effects of the disruption; however, the Company has experienced more difficulty collecting the aged balances than it originally estimated. While the Company provided incremental allowances during each of the first two quarters of 2014 to address the developing deterioration, during the third quarter, the Company materially changed its estimates based on actual collection experience during and after the acquisition disruption period. The Company also recorded adjustments to reserves in the fourth quarter of approximately $31.7 million consisting of $32.3 million to its allowance for bad debts partially offset by a favorable adjustment of $0.6 million to its contractual adjustment reserves due to the deterioration of the Infusion Services segment accounts receivable aging. The reserves as of December 31, 2014 represent a 100% reserve on all amounts over one year and 80% of receivables outstanding in the nine to twelve month age category. For the year ended December 31, 2014, the incremental adjustments are approximately $60.4 million consisting of $55.4 million to the allowance for doubtful accounts and $5.0 million of contractual adjustment reserves.

The following table sets forth the aging of our net accounts receivable (net of allowance for contractual adjustments and prior to allowance for doubtful accounts), aged based on date of service and categorized based on the three primary overall types of accounts receivable characteristics (in thousands):



	December 31, 2014				December 31, 2013
	0 - 180 days	Over 180 days	Total		0 - 180 days	Over 180 days	Total
Government	25,812	13,036	38,848		27,622	7,864	35,486
Commercial	117,699	35,302	153,001		122,661	26,975	149,636
Patient	4,899	10,562	15,461		2,792	2,110	4,902
Gross accounts receivable	148,410	58,900	207,310		153,075	36,949	190,024
Allowance for doubtful accounts			(66,500	)			(17,836	)
Net accounts receivable			140,810				172,188

Allowance for Contractual Discounts

The Company is reimbursed by payors for products and services the Company provides. Payments for medications and services covered by payors average less than billed charges. The Company monitors revenue and receivables from payors for each of our branches and records an estimated contractual allowance for certain revenue and receivable balances as of the revenue recognition date to properly account for anticipated differences between amounts estimated in our billing system and amounts reimbursed. Accordingly, the total revenue and receivables reported in our financial statements are recorded at the amounts expected to be received from these payors. For the significant portion of the Company’s revenue, the contractual allowance is estimated based on several criteria, including unbilled claims, historical trends based on actual claims paid, current contract and reimbursement terms and changes in customer base and payor/product mix. Contractual allowance estimates are adjusted to actual amounts as cash is received and claims are settled. We do not believe these changes in estimates are material. The billing functions for the remaining portion of the Company’s revenue are largely computerized, which enables on-line adjudication (i.e., submitting charges to third-party payors electronically with simultaneous feedback of the amount the primary insurance plan expects to pay) at the time of sale to record net revenue, exposure to estimating contractual allowance adjustments is limited on this portion of the business.

Inventory

Inventory is recorded at the lower of cost or market. Cost is determined using the first-in, first-out method. Inventory consists principally of purchased prescription drugs and related supplies. Included in inventory is a reserve for inventory waste and obsolescence.

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of assets as follows:



Asset	Useful Life
Computer hardware and software	3	years	-	5	years
Office equipment				5	years
Vehicles	4	years	-	5	years
Medical equipment	13	months	-	5	years
Furniture and fixtures				5	years

Leasehold improvements and assets leased under capital leases are depreciated using a straight-line basis over the related lease term or estimated useful life of the assets, whichever is less. The cost and related accumulated depreciation of assets sold or retired are removed from the accounts with the gain or loss, if applicable, recorded in the statement of operations. Maintenance and repair costs are expensed as incurred.

Costs relating to the development of software for internal purposes are charged to expense until technological feasibility is established in accordance with FASB ASC Topic 350, Intangibles – Goodwill and Other (“ASC 350”). Thereafter, the remaining software production costs up to the date placed into production are capitalized and included in Property and Equipment. Costs of customization and implementation of computer software purchased for internal use are likewise capitalized. Depreciation of the capitalized amounts commences on the date the asset is ready for its intended use and is calculated using the straight-line method over the estimated useful life of the software.

Goodwill

Goodwill is not subject to amortization and is tested for impairment annually and whenever events or circumstances exist that indicate that the carrying value of goodwill may no longer be recoverable in accordance with ASC 350. Impairment testing is performed for each of our operating and reporting segments. The impairment testing is based on a two-step process. The first step compares the fair value of a reporting segment to its carrying amount including goodwill. If the first step indicates that the fair value of the reporting unit is less than its carrying amount, the second step must be performed to determine the implied fair value of reporting unit goodwill. The measurement of possible impairment is based on the comparison of the implied fair value of reporting unit goodwill to its carrying value.

Intangible Assets

The Company evaluates the useful lives of its intangible assets to determine if they are finite or indefinite-lived. Finite-lived intangible assets, primarily acquired customer relationships, trademarks and non-compete agreements, are amortized on a straight-line basis over their estimated useful lives.

Impairment of Long Lived Assets

The Company evaluates whether events and circumstances have occurred that indicate the remaining estimated useful life of long lived assets, including intangible assets, may warrant revision or that the remaining balance of an asset may not be recoverable. The measurement of possible impairment is based on the ability to recover the balance of assets from expected future operating cash flows on an undiscounted basis. Impairment losses, if any, are determined based on the fair value of the asset, calculated as the present value of related cash flows using discount rates that reflect the inherent risk of the underlying business.

Variable Interest Entity

The Company previously had an affiliate equity investment in a variable interest entity that developed a platform that facilitates the flow, management and sharing of vital health and medical information with stakeholders across the healthcare ecosystem. On April 19, 2013, the Company, along with all other minority investors, completed the sale of its affiliate equity investment in this variable interest entity. At closing, the Company received cash payments from the sale of $8.5 million, with an additional $1.1 million held in escrow pending any working capital adjustments that may be necessary. As of December 31, 2014, all amounts held in escrow have been received by the Company. The Company also expects to receive additional services or cash from an existing guarantee during the two years following close. The terms of the services to be provided or the cash guarantee to be paid will be determined by the Company and the parties involved in the sale. As of December 31, 2014, a receivable of $2.4 million is included in prepaid expenses and other current assets in the accompanying Consolidated Balance Sheets.

Amounts due to Plan Sponsors

Amounts due to Plan Sponsors primarily represent payments received from Plan Sponsors in excess of the contractually required reimbursement. These amounts are refunded to Plan Sponsors. These payables also include the sharing of manufacturers’ rebates with Plan Sponsors.

Contingent Consideration

Liabilities that may be owed to sellers after the closing of an acquisition transaction are recorded at fair value as of the opening balance sheet established for the acquired target. These contingent consideration provisions are frequently referred to as earnouts and are the subject of negotiation between the seller and the buyer. An earnout provision can compensate the seller with the value they believe the asset will deliver while also providing downside risk protection to the buyer should projections not materialize. As such, the terms of potential earnouts vary with each transaction. Fair value is assigned using multiple payout scenarios which each have a probability assigned based on factors including actual performance, evidence of business plans that have been implemented, and current market conditions that influence the ability to achieve the earnout. The probable payout amount is discounted to the current balance sheet date using a risk free rate. Each quarter, the fair value of the contingent consideration is updated to reflect relevant factors such as post-closing operating results and future forecasts for the acquired business or entity. The fair value of contingent consideration may be included in current liabilities or other non-current liabilities depending on the payment date specified in the purchase agreement.

Revenue Recognition

The Company generates revenue principally through the provision of home infusion and other home healthcare services to provide clinical management services and the delivery of cost effective prescription medications. Prescription drugs are dispensed through pharmacies owned by the Company. Prescription drugs are dispensed either through a pharmacy participating in the Company’s pharmacy network or a pharmacy owned by the Company. Fee-for-service agreements include: (i) pharmacy agreements, where we dispense prescription medications through the Company’s pharmacy facilities and (ii) PBM agreements, where prescription medications are dispensed through pharmacies participating in the Company’s retail pharmacy network.

FASB ASC Subtopic 605-25, Revenue Recognition: Multiple-Element Arrangements (“ASC 605-25”), addresses situations in which there are multiple deliverables under one revenue arrangement with a customer and provides guidance in determining whether multiple deliverables should be recognized separately or in combination. The Company provides a variety of therapies to patients. For infusion-related therapies, the Company frequently provides multiple deliverables of drugs and related nursing services. After applying the criteria from ASC 605-25, the Company concluded that separate units of accounting exist in revenue arrangements with multiple deliverables. Drug revenue is recognized at the time the drug is shipped, and nursing revenue is recognized on the date of service. The Company allocates revenue consideration based on the relative fair value as determined by the Company’s best estimate of selling price to separate the revenue where there are multiple deliverables under one revenue arrangement.

Revenue generated under PBM agreements is classified as either gross or net based on whether the Company is acting as a principal or an agent in the fulfillment of prescriptions through our retail pharmacy network. When the Company independently has a contractual obligation to pay a network pharmacy provider for benefits provided to its Plan Sponsors’ members, and therefore is the “primary obligor” as defined in FASB ASC 605, Revenue Recognition (“ASC 605”) the Company includes payments (which include the drug ingredient cost) from these Plan Sponsors as revenue and payments to the network pharmacy providers as cost of revenue. These transactions require the Company to pay network pharmacy providers, assume credit risk of Plan Sponsors and act as a principal. If the Company merely acts as an agent, and consequently administers Plan Sponsors’ network pharmacy contracts, the Company does not have the primary obligation to pay the network pharmacy and assume credit risk, and as such, records only the administrative fees (and not the drug ingredient cost) as revenue.

Revenue generated under discount card agreements is recognized when the discount card is used to purchase a prescription drug. The revenue is based on contractual rates per transaction. Broker fees associated with the marketing of the discount cards are incurred and recognized at the time the card is used and classified as selling, general and administrative expense in the Consolidated Statements of Operations.

In the Company’s Infusion Services segment, the Company also recognizes nursing revenue as the estimated net realizable amounts from patients and Plan Sponsors for services rendered and products provided. This revenue is recognized as the treatment plan is administered to the patient and is recorded at amounts estimated to be received under reimbursement or payment arrangements with payors.

Under the Medicare Prospective Payment System program, net revenue is recorded based on a reimbursement rate which varies based on the severity of the patient’s condition, service needs and certain other factors. Revenue is recognized ratably over a 60-day episode period and is subject to adjustment during this period if there are significant changes in the patient’s condition during the treatment period or if the patient is discharged but readmitted to another agency within the same 60-day episodic period. Medicare cash receipts under the prospective payment system are initially recognized as deferred revenue and are subsequently recognized as revenue over the 60-day episode period. The process for recognizing revenue under the Medicare program is based on certain assumptions and judgments, the appropriateness of the clinical assessment of each patient at the time of certification, and the level of adjustments to the fixed reimbursement rate relating to patients who receive a limited number of visits, have significant changes in condition or are subject to certain other factors during the episode.

Cost of Revenue

Cost of revenue includes the costs of prescription medications, pharmacy claims, fees paid to pharmacies, shipping and other direct and indirect costs associated with pharmacy management and administration, claims processing operations, and nursing services, offset by volume and prompt pay discounts received from pharmaceutical manufacturers and distributors and total manufacturer rebates.

Rebates

Manufacturers’ rebates are part of each of the Company’s segments. Rebates are generally volume-based incentives that are earned and recorded upon purchase of the inventory. Rebates are recorded as a reduction of both inventory and cost of goods sold.

PBM rebates are recorded on historical PBM results and trends and are revised on a regular basis depending on the Company’s latest forecasts, as well as information received from rebate sources. Should actual results differ, adjustments will be recorded in future earnings when the adjustment becomes known. In some instances, rebate payments are shared with the Company’s Plan Sponsors. PBM rebates earned by the Company are recorded as a reduction of cost of goods sold. PBM rebates shared with clients are recorded as a reduction of revenue consistent with the sales incentive provisions of ASC 605.

Lease Accounting

The Company accounts for operating leasing transactions by recording rent expense on a straight-line basis over the expected term of the lease starting on the date it gains possession of leased property. The Company includes tenant improvement allowances and rent holidays received from landlords and the effect of any rent escalation clauses, as adjustments to straight-line rent expense over the expected term of the lease.

Capital lease transactions are reflected as a liability at the inception of the lease based on the present value of the minimum lease payments or, if lower, the fair value of the property. Assets recorded under capital leases are depreciated in the same manner as owned property.

Income Taxes

As part of the process of preparing the Company’s Consolidated Financial Statements, management is required to estimate income taxes in each of the jurisdictions in which it operates. The Company accounts for income taxes under ASC Topic 740, Income Taxes (“ASC 740”). ASC 740 requires the use of the asset and liability method of accounting for income taxes. Under this method, deferred taxes are determined by calculating the future tax consequences attributable to differences between the financial accounting and tax bases of existing assets and liabilities. A valuation allowance is recorded against deferred tax assets when, in the opinion of management, it is more likely than not that the Company will not be able to realize the benefit from its deferred tax assets.

The Company files income tax returns, including returns for its subsidiaries, as prescribed by Federal tax laws and the tax laws of the state and local jurisdictions in which it operates. The Company’s uncertain tax positions are related to tax years that remain subject to examination and are recognized in the Consolidated Financial Statements when the recognition threshold and measurement attributes of ASC 740 are met. Interest and penalties related to unrecognized tax benefits are recorded as income tax expense.

Financial Instruments

The Company’s financial instruments consist mainly of cash and cash equivalents, receivables, accounts payable, accrued interest and its line of credit. The carrying amounts of cash and cash equivalents, receivables, accounts payable, accrued interest and its line of credit approximate fair value due to their fully liquid or short-term nature.

Accounting for Stock-Based Compensation

The Company accounts for stock-based compensation expense under the provisions of ASC Topic 718, Compensation – Stock Compensation (“ASC 718”). At December 31, 2014, the Company has two stock-based compensation plans pursuant to which incentive stock options (“ISOs”), non-qualified stock options (“NQSOs”), stock appreciation rights (“SARs”), restricted stock, performance shares and performance units may be granted to employees and non-employee directors. Option and stock awards are typically settled by issuing authorized but unissued shares of the Company.

The Company estimates the fair value of each stock option award on the measurement date using a binomial option-pricing model. The fair value of the award is amortized to expense on a straight-line basis over the requisite service period. The Company expenses restricted stock awards based on vesting requirements, including time elapsed, market conditions and/or performance conditions. Because of these requirements, the weighted average period for which the expense is recognized varies. The Company expenses SAR awards based on vesting requirements. In addition, because they are settled with cash, the fair value of the SAR awards are revalued on a quarterly basis.

Income (Loss) Per Share

The following table sets forth the computation of basic and diluted income (loss) per common share (in thousands, except for per share amounts):



	Year Ended December 31,
	2014			2013			2012
Numerator:
Loss from continuing operations, net of income taxes	$	(143,382	)	$	(56,991	)	$	(12,275	)
Income from discontinued operations, net of income taxes	(4,086		)	(12,663		)	76,982
Net income (loss)	$	(147,468	)	$	(69,654	)	$	64,707
Denominator - Basic and Diluted:
Weighted average number of common shares outstanding	68,476			64,560			56,239
Earnings Per Common Share:
Loss from continuing operations, basic and diluted	$	(2.09	)	$	(0.89	)	$	(0.22	)
Income (loss) from discontinued operations, basic and diluted	(0.06		)	(0.19		)	1.37
Income (loss) per common share, basic and diluted	$	(2.15	)	$	(1.08	)	$	1.15

The computation of diluted shares for the years ended December 31, 2014, 2013 and 2012 excludes the effect of 3.1 million, 3.1 million and 3.4 million warrants with an exercise price of $10.00 issued in connection with the acquisition of CHS as their inclusion would be anti-dilutive to income (loss) per common share from continuing operations. In addition, the computation of diluted shares for the years ended December 31, 2014, 2013 and 2012 excludes the effect of 7.0 million, 6.1 million and 5.0 million, respectively, of other common stock equivalents as their inclusion would be anti-dilutive to income (loss) per common share from continuing operations. ASC Topic 260, Earnings Per Share, requires that income from continuing operations be used as the basis for determining whether the inclusion of common stock equivalents would be anti-dilutive.

Recent Accounting Pronouncements

In July 2013, the FASB issued ASU 2013-11, Presentation of an Unrecognized Tax Benefit When a Net Operating Loss Carryforward, a Similar Tax Loss, or a Tax Credit Carryforward Exists (“ASU 2013-11”). ASU 2013-11 provides that a liability related to an unrecognized tax benefit would be offset against a deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward if such settlement is required or expected in the event the uncertain tax position is disallowed. In that case, the liability associated with the unrecognized tax benefit is presented in the financial statements as a reduction to the related deferred tax asset for a net operating loss carryforward, a similar tax loss or a tax credit carryforward. In situations in which a net operating loss carryforward, a similar tax loss or a tax credit carryforward is not available at the reporting date under the tax law of the jurisdiction or the tax law of the jurisdiction does not require, and the entity does not intend to use, the deferred tax asset for such purpose, the unrecognized tax benefit will be presented in the financial statements as a liability and will not be combined with deferred tax assets. The Company adopted ASU 2013-11 effective January 1, 2014 with no material impact on its Consolidated Financial Statements.

In April 2014, the FASB issued ASU 2014-08 Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (“ASU 2014-08”) which amends the existing GAAP discontinued operations classification criteria to require a significant strategic shift in an entity’s operations. The new guidance also simplifies the classification analysis by eliminating the continuing involvement criteria. ASU 2014-08 also requires additional disclosures for discontinued operations and new disclosures for individually material disposal transactions that do not meet the definition of a discontinued operation. ASU 2014-08 becomes effective for the Company on January 1, 2015. The Company is currently evaluating the impact of adopting ASU 2014-08 and anticipates that the adoption will have no material impact on the Consolidated Financial Statements.

In May 2014, the FASB issued guidance codified in Accounting Standards Codification (“ASC”) 606, Revenue Recognition - Revenue from Contracts with Customers, which supersedes the guidance in former ASC 605, Revenue Recognition. ASC 606 becomes effective for the Company on January 1, 2017. The Company is currently evaluating the impact of the provisions of ASC 606.

In June 2014, the FASB issued ASU 2014-12, Compensation - Stock Compensation, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period (“ASU 2014-12”). ASU 2014-12 provides new guidance on accounting for share-based payments requiring a specific performance target to be achieved in order for employees to become eligible to vest in the awards when that performance target may be achieved after the requisite service period for the award. ASU 2014-12 is effective January 1, 2016. Early adoption is permitted. The Company is currently evaluating the impact adoption of this guidance will have on its Consolidated Financial Statements.

In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties About an Entity’s Ability to Continue as a Going Concern” (“ASU 2014-15”). ASU 2014-15 requires management to evaluate, at each annual and interim reporting period, whether there are conditions or events that raise substantial doubt about the entity’s ability to continue as a going concern and provide related disclosures. ASU 2014-15 is effective for annual and interim reporting periods beginning January 1, 2017 and is not expected to have a material impact on the Company’s Consolidated Financial Statements.

STOCKHOLDERS' EQUITY	12 Months Ended
STOCKHOLDERS' EQUITY	Dec. 31, 2014
Stockholders' Equity Attributable to Parent [Abstract]
Stockholders' Equity	STOCKHOLDERS’ EQUITY Stock Offering The Company filed a shelf registration statement on Form S-3 on March 18, 2013 and related amendment on April 2, 2013, which was declared effective on April 4, 2013. On April 24, 2013, the Company completed an underwritten primary public offering of 10,406,250 shares of its common stock at an offering price to the public of $12.00 per share. In addition, 3,968,750 shares of common stock were offered and sold by certain existing stockholders in an underwritten secondary offering completed on the same date and at the same offering price to the public. Net proceeds to the Company were $118.4 million after underwriting discounts, commissions and other offering expenses. The Company did not receive any proceeds from the sale of shares of common stock by the selling stockholders. The Company used $21.0 million and approximately $61.1 million of the net proceeds to (i) repay outstanding borrowings under the Company's prior credit facility with Healthcare Finance Group (the “Prior Credit Facility”) and (ii) fund a portion of the CarePoint acquisition as described in Note 4 - Acquisitions below, respectively. The Company used the remaining net proceeds from the offering for general corporate purposes, which included, among other things, capital expenditures, repurchases of outstanding debt or equity securities, debt servicing requirements or redemption of our short-term or long-term borrowings, or for other working capital requirements. Treasury Stock During the years ended December 31, 2014 and 2012, 54,579 and 25,999 shares, respectively, were surrendered to satisfy tax withholding obligations on the vesting of restricted stock awards. The Company holds a total of 2,637,099 shares of treasury stock at December 31, 2014 acquired under current and prior repurchase programs as well as forfeitures to satisfy tax obligations in the vesting of restricted stock awards. During the year ended December 31, 2013, no shares of treasury stock were acquired or issued. Common Stock Purchase Warrants In connection with the acquisition of Critical Homecare Solutions Holdings, Inc. (“CHS”) in March 2010, the Company issued 3.4 million warrants exercisable for BioScrip common stock. The warrants have a five year term with an exercise price of $10.00 per share. They are exercisable at any time prior to the expiration date. The warrants also contain provisions whereby the number of shares to be issued upon exercise of the warrants will be increased if the Company were to execute certain dilutive transactions such as stock splits, stock dividends or the issuance of shares below 90% of market value at the time of issuance. The Company has determined that the warrants meet the conditions for equity classification in accordance with GAAP. Therefore, these warrants were classified as equity and included in additional paid-in capital. During the year ended December 31, 2013, the Company issued 78,567 shares of common stock pursuant to the cashless exercise of 256,175 of the warrants. No warrants were exercised during the year ended December 31, 2014. As of December 31, 2014, 3.1 million of the warrants remain outstanding. The fair value of the warrants of $12.3 million was calculated as of the acquisition date using the Black-Scholes model. The Black-Scholes model used the following assumptions: volatility of 62%, risk free interest rate of 2.63%, dividend yield of 0% and expected term of five years. In addition, there was a discount applied for lack of marketability of 13.5%. This discount was considered appropriate because the warrants were not registered under the Securities Act of 1933, as amended (the "Securities Act") and the shares issued upon exercise of the warrants were unregistered shares and subject to transfer restrictions as of the acquisition date. The shares were subsequently registered on Form S-3 on April 2, 2013 which was declared effective on April 4, 2013.

- Definition

The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08.(d),(e))
-URI http://asc.fasb.org/extlink&oid=26873400&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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-Name Accounting Standards Codification
-Topic 210
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-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02.29-31)
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (SAB TOPIC 4.C)
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
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-Topic 505
-SubTopic 10
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-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21506-112644

Reference 8: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-Paragraph 1
-Subparagraph (SX 210.3-04)
-URI http://asc.fasb.org/extlink&oid=27012166&loc=d3e187085-122770

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 30
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-URI http://asc.fasb.org/extlink&oid=6405834&loc=d3e23285-112656

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
-SubTopic 10
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21475-112644

Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Glossary Preferred Stock
-URI http://asc.fasb.org/extlink&oid=6521494

Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21463-112644

Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 505
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-Paragraph 11
-URI http://asc.fasb.org/extlink&oid=6928386&loc=d3e21564-112644

Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Regulation S-X (SX)
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-Paragraph d
-Article 4

Reference 15: http://www.xbrl.org/2003/role/presentationRef
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-Name Regulation S-X (SX)
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-Section 02
-Paragraph 29, 30, 31
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Reference 16: http://www.xbrl.org/2003/role/presentationRef
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-Name Staff Accounting Bulletin (SAB)
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Reference 17: http://www.xbrl.org/2003/role/presentationRef
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Reference 18: http://www.xbrl.org/2003/role/presentationRef
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Reference 19: http://www.xbrl.org/2003/role/presentationRef
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-Name Regulation S-X (SX)
-Number 210
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-Article 3

+ Details

ACQUISITIONS

12 Months Ended

Dec. 31, 2014

Business Combinations [Abstract]

Acquisitions

ACQUISITIONS

CarePoint Partners Holdings LLC

On August 23, 2013, the Company closed on the acquisition of substantially all of the assets and assumption of certain liabilities that constituted the home infusion business (the “CarePoint Business”) of CarePoint Partners Holdings LLC, a Delaware limited liability company, and its subsidiaries (collectively “CarePoint”). CarePoint was a provider of home and alternate-site infusion therapy for patients with complex, acute and chronic illnesses. CarePoint serviced approximately 20,500 patients annually through 28 sites of service in nine states in the East Coast and Gulf Coast regions.

The cash purchase price paid at closing was $211.1 million. The purchase agreement contemplated a targeted level of net working capital. Subsequent to the closing, the Company and the sellers agreed that additional net working capital adjustments of approximately $1.8 million were due to the Company. These working capital adjustments were primarily related to the value of accounts receivable and prepaid expenses as of the date of acquisition. The Company received payment for these amounts during the year ended December 31, 2014.

In addition, the purchase agreement provided that the purchase price could be increased by contingent consideration of $10.0 million if the CarePoint Business achieved a specified level of product gross profit during the one-year period following the closing date. If the specified level of product gross profit was not achieved, no contingent consideration would be due to the sellers. The Company reported actual product gross profit for the measurement period from September 1, 2013 to August 31, 2014 to the sellers on October 15, 2014. The report indicated that the requisite level of product gross profit was not achieved during the measurement period. Should the sellers disagree with the Company’s report, the purchase agreement provides for the dispute to be settled through arbitration.

At the date of acquisition, the fair value of the $10.0 million contingent consideration was estimated at $9.8 million. The fair value of the contingent consideration was determined using Level 3 inputs based on the present value of various payout scenarios, weighted on the basis of probability. The most important factor in determining the probability of payout at various balance sheet dates has been the business forecasts and actual results for the CarePoint Business standalone and merged market sites.

As of December 31, 2014, the fair value of the contingent consideration was remeasured considering the required product gross profit was not achieved during the measurement period and the uncertainties around any potential arbitration process. As a result, the fair value of the contingent consideration was maintained at $4.6 million as of December 31, 2014. Should an arbitrator rule against the Company, an additional expense of $5.4 million will be recorded over and above the accrual of $4.6 million estimated at December 31, 2014. Should an arbitrator rule in favor of the Company, the liability for contingent consideration will be reversed and, as a result, additional income of $4.6 million will be recorded. The liability for the contingent consideration is included in accrued expenses and other current liabilities in the accompanying Consolidated Balance Sheets.

The $5.2 million of income resulting from the reduction of the fair value of the contingent consideration for the year ended December 31, 2014 is included in the change in fair value of contingent consideration in the accompanying Consolidated Statements of Operations.

The Company funded the cash payment at closing with a combination of cash on hand and $150.0 million in borrowings under the Senior Credit Facilities (see Note 9 - Debt).

The table below summarizes the Company’s assessment of the fair values of the assets acquired and liabilities assumed as of the date of closing of the acquisition of the CarePoint Business (in thousands):



	Fair Value
Cash	$	14
Accounts receivable	15,917
Inventories	3,184
Other current assets	215
Property and equipment	3,266
Identifiable intangible assets⁽¹⁾	16,700
Current liabilities	(8,697		)
Non-current liabilities	(721		)
Total identifiable net assets	29,878
Goodwill	189,214
Total cash and fair value of contingent consideration	$	219,092


(1)	The following table summarizes the amounts and useful lives assigned to identifiable intangible assets (in thousands):



	Weighted- Average Useful Lives	Amounts Recognized as of the Closing Date
Customer relationships	2 - 4 years	$	13,600
Trademarks	2 years	2,600
Non-compete agreements	5 years	500
Total identifiable intangible assets acquired		$	16,700

The excess of the purchase price over the fair value of tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition was allocated to goodwill. The value of goodwill represents the value the Company expects to be created by combining the various operations of the CarePoint Business with the Company’s operations, including the expansion into new infusion markets, the opportunity to consolidate and upgrade certain existing facilities, access to new patients and potential cost savings and synergies. The CarePoint transaction was structured such that the amount allocated to goodwill will be deductible for income tax purposes in accordance with applicable tax rules.

The accompanying Consolidated Statements of Operations for the year ended December 31, 2014 include revenues and income from continuing operations of the CarePoint Business of $157.9 million and $1.8 million. The accompanying Consolidated Statements of Operations include revenues and income from continuing operations of $55.8 million and $2.3 million related to the CarePoint Business for the period from the date of acquisition to December 31, 2013.

HomeChoice Partners, Inc.

On February 1, 2013, the Company acquired 100% of the ownership interest in HomeChoice Partners, Inc., a Delaware corporation (“HomeChoice”). Prior to the Company's acquisition, HomeChoice was a provider of alternate-site infusion pharmacy services that serviced approximately 15,000 patients annually and had 14 infusion pharmacy locations in Pennsylvania, the District of Columbia, Maryland, Virginia, North Carolina, South Carolina, Georgia, Missouri and Alabama.

The cash purchase price of the HomeChoice acquisition was $72.9 million paid at the closing date. In addition, the purchase agreement provides that the purchase price could be increased by contingent consideration of up to $10.0 million if HomeChoice were to attain certain performance milestones in the first year following the closing and an additional $10.0 million if HomeChoice were to attain certain performance milestones in the second year following the closing, for total possible contingent consideration of up to $20.0 million.

At the date of acquisition, the fair value of the potential contingent consideration, using Level 3 inputs, was estimated at $8.0 million. The $20.0 million maximum contingent consideration was established using aggressive growth targets meant to achieve operating results in excess of transaction valuation model assumptions. Given the aggressiveness of the earnout target threshold, the Company assigned less than 50% probability of payout among the various payout scenarios considered.

While the acquisition has generated revenues as expected in the transaction valuation model, revenues through December 31, 2014 have not exceeded the aggressive earnout performance pace required. Specifically, revenue generating opportunities through various potential business relationships have not come to fruition and thus the probability of attaining the high level of growth required to achieve the earnout has been diminishing over the past year resulting in a lower probability of a future payout of contingent consideration. As of December 31, 2014, the fair value of the contingent consideration was again remeasured at fair value using actual operating results through December 31, 2014 and forecasted operating results for the remainder of the measurement period. As a result of this remeasurement, the probability of the payment of any contingent consideration appeared negligible and the fair value of the contingent consideration was reduced to $0 as of December 31, 2014. The $2.1 million and $5.9 million of income resulting from the reduction in the fair value of the contingent liability is included in change in fair value of contingent consideration in the accompanying Consolidated Statements of Operations for the years ended December 31, 2014 and 2013, respectively.

The Company funded the acquisition with a combination of cash and the Prior Credit Facility.

The table below summarizes the Company’s assessment of the fair values of the assets acquired and liabilities assumed as of the acquisition date of HomeChoice (in thousands):



	Fair Value
Accounts receivable	$	9,693
Inventories	1,984
Other current assets	154
Property and equipment	2,432
Identifiable intangible assets⁽¹⁾	4,000
Other non-current assets	30
Current liabilities	(4,073		)
Total identifiable net assets	14,220
Goodwill	66,701
Total cash and fair value of contingent consideration	$	80,921


(1)	The following table summarizes the amounts and useful lives assigned to identifiable intangible assets (in thousands):



	Weighted- Average Useful Lives	Amounts Recognized at the Closing Date
Customer relationships	5 mo. - 3 years	$	2,000
Trademarks	23 months	1,000
Non-compete agreements	1 year	1,000
Total identifiable intangible assets acquired		$	4,000

The excess of the purchase price over the fair value of tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition was allocated to goodwill. The value of goodwill represented the value the Company expected to be created by combining the various operations of HomeChoice with the Company’s operations, including the expansion into new infusion markets, the opportunity to consolidate and upgrade certain existing facilities, access to new patients and potential cost savings and synergies. The HomeChoice transaction was structured such that the amount allocated to goodwill will be deductible for income tax purposes in accordance with applicable tax rules.

The accompanying Consolidated Statements of Operations includes revenues and income from operations of $87.9 million and $8.1 million related to HomeChoice for the year ended December 31, 2014. The accompanying Consolidated Statements of Operations includes revenues and income from continuing operations related to HomeChoice for the period from the date of acquisition through December 31, 2013, of $67.7 million and $2.6 million, respectively.

InfuScience, Inc.

On July 31, 2012, the Company acquired 100% of InfuScience, Inc. (“InfuScience”) for a cash payment of $38.3 million. InfuScience historically acquired, developed and operated businesses providing alternate site infusion pharmacy services through five infusion centers located in Eagan, Minnesota; Omaha, Nebraska; Chantilly, Virginia; Charleston, South Carolina; and Savannah, Georgia.

In addition, the purchase agreement provided that the purchase price could increase by contingent consideration of $3.0 million based on the results of operations during the 24 month period through July 31, 2014. At the date of acquisition, the fair value of the potential contingent payments of $3.0 million was estimated at $2.9 million. The fair value of the contingent liability was determined using Level 3 inputs based on the present value of various payout scenarios, weighted on the basis of probability. The $0.1 million of expense resulting from the increase in the fair value of the contingent liability is included in change in fair value of contingent consideration in the accompanying Consolidated Statements of Operations for the year ended December 31, 2013. The Company has made contingent payments of $1.3 million and $1.7 million during the years ended December 31, 2014 and 2013, respectively, based on the achievement of expected operating results. As of December 31, 2014, the contingent consideration has been fully paid.

The table below summarizes the Company’s assessment of the fair values of the assets acquired and liabilities assumed as of the acquisition date of InfuScience (in thousands):



	Fair Value
Cash	$	23
Accounts receivable	4,938
Inventories	586
Other current assets	371
Property and equipment	751
Identifiable intangible assets⁽¹⁾	400
Other non-current assets	349
Current liabilities	(4,428		)
Total identifiable net assets	2,990
Goodwill	38,429
Total cash and fair value of contingent consideration	$	41,419


(1)	The following table summarizes the amounts and useful lives assigned to identifiable intangible assets (in thousands):



	Weighted- Average Useful Lives	Amounts Recognized at the Closing Date
Customer relationships	5 months	$	400
Total identifiable intangible assets acquired		$	400

The excess of the purchase price over the fair value of tangible and identifiable intangible assets acquired and liabilities assumed in the acquisition was allocated to goodwill. The value of goodwill represented the value the Company expected to be created by combining the various operations of InfuScience with the Company’s operations, including the ability to cross-sell their respective services on a national basis with an expanded footprint in Infusion Services segment. Of the goodwill recorded in the InfuScience acquisition, $7.7 million is estimated to be deductible for income tax purposes.

The accompanying Consolidated Statements of Operations for the years ended December 31, 2014 and 2013 includes revenues of $52.2 million and $46.7 million and income from operations of $5.0 million and $4.4 million related to the operations of InfuScience, respectively. The accompanying Consolidated Statements of Operations for the year ended December 31, 2012, includes revenues of $16.5 million and loss from operations of $1.7 million related to InfuScience for the period from the date of acquisition through December 31, 2012.

Acquisition and Integration Costs

Acquisition and integration expenses in the accompanying Consolidated Statements of Operations for the years ended December 31, 2014, 2013 and 2012 include the following costs related to the CarePoint Business, HomeChoice Partners, and InfuScience acquisitions (in thousands):



	Year Ended December 31,
	2014		2013		2012
Legal and professional fees	$	6,931	$	5,113	$	2,941
Financial advisory fees	—		2,413		—
Employee costs including redundant salaries and benefits and severance	2,016		3,554		806
Facilities consolidation and discontinuation	1,401		1,621		110
Bad debt expense and contractual adjustments related to acquired accounts receivable	5,430		—		—
Legal settlement	334		2,300		—
Other	1,812		1,129		189
Total	$	17,924	$	16,130	$	4,046

Pro Forma Impact of Acquisitions

The following table shows summarized unaudited pro forma combined operating results of the Company for the years ended December 31, 2013 and 2012 as if the InfuScience, HomeChoice and CarePoint Business acquisitions had occurred on the same terms as of January 1, 2012. Pro forma adjustments have been made related to amortization of intangibles, interest expense, and income tax expense for the years ended December 31, 2013 and 2012. No proforma adjustments are required for the year ended December 31, 2014. The pro forma financial information does not reflect revenue opportunities and cost savings which the Company expected to realize as a result of the acquisitions or estimates of charges related to the integration activity. Amounts are in thousands, except for earnings per share:



	Year Ended December 31,
	2013			2012
Revenues	$	876,942		$	824,624
Net loss from continuing operations	$	(58,829	)	$	(27,287	)
Basic loss per common share from continuing operations	$	(0.91	)	$	(0.49	)
Diluted loss per common share from continuing operations	$	(0.91	)	$	(0.49	)

The unaudited pro forma combined results of operations were prepared using the acquisition method of accounting and are based on the historical financial operating results of the Company, CarePoint Business, HomeChoice and InfuScience. Except to the extent realized in the years ended December 31, 2013 and 2012, the unaudited pro forma information does not reflect any cost savings, operating synergies and other benefits that the Company may achieve as a result of these acquisitions, or the expenses to be incurred to achieve these savings, operating synergies and other benefits. In addition, except to the extent recognized in the years ended December 31, 2013 and 2012, the unaudited pro forma information does not reflect the costs to integrate the operations of the Company with CarePoint Business, HomeChoice and InfuScience.

The unaudited pro forma information is not necessarily indicative of what the Company’s consolidated results of operations actually would have been had the CarePoint Business, and HomeChoice and InfuScience acquisitions been completed on January 1, 2012. In addition, the unaudited pro forma information does not purport to project the future results of operations of the Company. The unaudited pro forma information primarily reflects the following net adjustments to the historical results of the acquired entities prior to acquisition (in thousands):



	Year Ended December 31,
	2013			2012
Interest expense	$	(3,734	)	$	(8,613	)
Amortization expense	$	(576	)	$	(4,094	)
Income tax expense (benefit)	$	(2,785	)	$	(4,357	)

- Definition

The entire disclosure for a business combination (or series of individually immaterial business combinations) completed during the period, including background, timing, and recognized assets and liabilities. The disclosure may include leverage buyout transactions (as applicable).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 805
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=25497992&loc=d3e1497-128463

Reference 2: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-Publisher FASB
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+ Details

DISCONTINUED OPERATIONS

12 Months Ended

Dec. 31, 2014

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

DISCONTINUED OPERATIONS

Sale of Home Health Business

On March 31, 2014, the Company completed the sale of substantially all of the Company’s Home Health Services segment (the “Home Health Business”) pursuant to the Stock Purchase Agreement dated as of February 1, 2014 (the “Stock Purchase Agreement”), as amended, by and among LHC Group, Inc., a Delaware corporation, and certain of its subsidiaries (collectively, the “Buyer”) and the Company and Elk Valley Professional Affiliates, Inc. (“EVPA”), South Mississippi Home Health, Inc. (“SMHH”), and Deaconess Homecare, LLC (collectively the “Seller”). The Buyer agreed to acquire the Home Health Business, consisting of (1) all of the issued shares of capital stock of EVPA owned by the Seller, (2) all of the issued shares of capital stock of SMHH owned by the Seller, and (3) all of the issued membership interests in two limited liability companies (collectively, the “Holding Newcos” and, together with EVPA and SMHH, the “Subject Companies”) that were wholly-owned subsidiaries of the Seller. On the closing date, the Company also entered into an Amendment No. 1 (the “Amendment”) to the Stock Purchase Agreement in connection with the closing. The Amendment modified the Stock Purchase Agreement to (i) exclude from the home health business conducted by the Company at one of its locations, and (ii) reduce by $0.5 million the total consideration to be received by the Company, to approximately $59.5 million.

Pursuant to the terms of the Stock Purchase Agreement, as amended, the Company received total consideration of approximately $59.5 million paid in cash (the “Purchase Price”) at closing. The Company used a portion of the net proceeds from the sale to pay down a portion of the Company’s outstanding debt. Subsequently, the Purchase Price was adjusted for net working capital of the Subject Companies as of the closing date that resulted in an additional payment to the Company of approximately $1.1 million. As a result of this adjustment, the final Purchase Price received by the Company was approximately $60.6 million. The Company has classified the net proceeds received from this sale in cash provided by investing activities from discontinued operations in the accompanying consolidated statements of cash flows.

The sale of the Home Health Business is consistent with the Company’s continuing strategic evaluation of its non-core businesses and its decision to continue to focus growth initiatives and capital in the Infusion Services segment. As a result, the Company decided in the second quarter of 2014 to cease the material portion of its Home Health operations at the one location excluded from the Stock Purchase Agreement, as amended, and reclassified its operations to discontinued operations for all prior periods in the accompanying Consolidated Financial Statements.

As of the March 31, 2014 closing date of the sale of the Home Health Business, the carrying value of the net assets of the Subject Companies was as follows (in thousands):



	Carrying Value
Net accounts receivable	$	12,597
Prepaid expenses and other current assets	242
Total current assets	12,839
Property and equipment, net	402
Goodwill	33,784
Intangible assets	15,400
Other non-current assets	28
Total assets	62,453
Accounts payable	673
Amounts due to plan sponsors	229
Accrued expenses and other current liabilities	3,008
Total liabilities	3,910
Net assets	$	58,543

The pre-tax gain on sale of the Home Health Business is approximately $2.1 million based on the March 31, 2014 net asset balances above and before financial advisory fees, legal expenses and other one-time transactions costs and including the net working capital adjustment. The net assets of the Subject Companies have been reclassified to discontinued operations for all prior periods in the accompanying Consolidated Financial Statements.

The operating results included in discontinued operations of the Home Health Business for the years ended December 31, 2014, 2013 and 2012 are summarized as follows (in thousands):



	Year Ended December 31,
	2014			2013		2012
Revenue	$	18,551		$	72,737	$	69,190
Gross profit	$	6,918		$	28,201	$	29,058
Selling, general and administrative expenses	8,219			23,464		21,612
Bad debt expense	902			1,338		834
Income (loss) from operations	(2,203		)	3,399		6,612
Gain on sale before income taxes	2,067			—		—
Financial advisor fee and legal expenses	(2,875		)	—		—
Impairment of assets	(452		)	—		—
Other costs and expenses	(47		)	1		1
Income (loss) before income taxes	(3,510		)	3,400		6,613
Income tax expense (benefit)	(4,257		)	15		2,678
Income from discontinued operations, net of income taxes	$	747		$	3,385	$	3,935

Pharmacy Services Asset Sale

On February 1, 2012, the Company and certain of its subsidiaries (collectively, the “Sellers”) entered into a purchase agreement (the “2012 Asset Purchase Agreement”) with Walgreen Co. and certain of its subsidiaries (collectively, the “Pharmacy Services Buyers”) with respect to the sale of certain assets, rights and properties (the “Pharmacy Services Asset Sale”) relating to the Sellers’ traditional and specialty pharmacy mail operations and community retail pharmacy stores. The transaction included the sale of 27 community pharmacy locations, and certain assets of three community pharmacy locations, and three traditional and specialty mail service operations, which constituted all of the Company’s operations in the community pharmacy and mail order lines of business.

Pursuant to the terms of the 2012 Asset Purchase Agreement, the Company received a total purchase price of approximately $173.8 million. As a result of the Pharmacy Services Asset Sale, the Company has recognized a total pretax gain of approximately $108.2 million, net of transaction costs and other one-time charges as a result of the transaction. The Company used a portion of the net proceeds from the sale to pay down the Company’s outstanding debt and a portion was used to invest in the Infusion Services segment.

The purchase price excluded all accounts receivable and working capital liabilities relating to the operations subject to the Pharmacy Services Asset Sale, which were retained by the Company. No amounts related to the net accounts receivable retained by the Company remained at December 31, 2013.

On May 4, 2012, the carrying value of the assets included in the Pharmacy Services Asset Sale was as follows (in thousands):



	Carrying Value
Inventory	$	30,560
Prepaid expenses and other current assets	299
Total current assets	30,859
Property and equipment, net	1,592
Goodwill	11,754
Intangible assets, net	2,503
Total assets	$	46,708

In addition, the Company and its subsidiaries and certain subsidiaries of the Pharmacy Services Buyers entered into an agreement concurrently with the 2012 Asset Purchase Agreement which provided that the Company cease to be the sole fulfillment pharmacy for customers who utilized the drugstore.com website. The agreement provided for a cash payment of $3.0 million to the Company and the payment of $2.9 million to the Pharmacy Services Buyers related to contingent consideration from the Company’s 2010 acquisition of the prescription pharmacy business of DS Pharmacy, Inc. both of which occurred during the year ended December 31, 2012.

As a result of the divestiture process, the Company assessed its continuing operations in order to align its corporate structure with its remaining operations. As part of these efforts, the Company has incurred and expects to continue to incur additional expenses that may impact the Company’s future consolidated financial statements. These additional costs, including employee severance and other benefit-related costs, facility-related costs, and other one-time charges are included in income (loss) from discontinued operations, net of income taxes in the Consolidated Statements of Operations.

Effective January 8, 2014, the Company entered into a Stipulation and Order of Settlement and Dismissal (the “Federal Settlement Agreement”) with the U.S. Department of Justice (the “DOJ”) and a qui tam relator (the “Relator”). The Federal Settlement Agreement represented the federal and private component of an agreement in principle to settle all civil claims under the False Claims Act and related statutes and all common law claims that could have been brought by the DOJ and Relator that arose out of the distribution of the Novartis Pharmaceutical Corporation’s product Exjade® (the “Medication”) by the Company’s traditional and specialty pharmacy mail operations and community retail pharmacy stores prior to its divestiture in May 2012. Further, effective February 11, 2014, the Company entered into State Settlement Agreements with the offices of the Attorneys General of thirty-four states (the “Settling States”). The State Settlement Agreements represented the state component of the Company’s agreement in principle to settle the claims that could have been brought by the Settling States that arose out of the distribution of the Medication. During the year ended December 31, 2013, the Company accrued $15.0 million related to the Settlement Agreements and included the amount and related legal fees and expenses in income (loss) from discontinued operations, net of income taxes in the Consolidated Statements of Operations (see Note 10 - Commitments and Contingencies).

As of December 31, 2014, there were accruals of $13.0 million related to legal settlement and other costs, of which $7.0 million is included in accrued expenses and other current liabilities and $6.0 million is included in other non-current liabilities on the Consolidated Balance Sheets. The accrual activity consisted of the following (in thousands):



	Legal Settlement			Employee Severance and Other Benefits			Other Costs			Total
Balance at December 31, 2012	$	—		$	45		$	89		$	134
Expenses	15,000			186			7,410			22,596
Cash payments	—			(103		)	(6,261		)	(6,364		)
Non-cash charges	—			(36		)	(43		)	(79		)
Balance at December 31, 2013	15,000			92			1,195			16,287
Expenses	403			—			4,510			4,913
Cash payments	(3,014		)	(92		)	(5,015		)	(8,121		)
Non-cash charges	—			—			(81		)	(81		)
Balance at December 31, 2014	$	12,389		$	—		$	609		$	12,998

The operating results of the divested traditional and specialty pharmacy mail operations and community pharmacies for the years ended December 31, 2014, 2013 and 2012 are summarized below (in thousands):



	Years ended December 31,
	2014			2013			2012
Revenue	$	—		$	(75	)	$	466,747
Gross profit	(439		)	(519		)	29,844
Operating expenses	3,995			7,118			38,612
Legal settlement expense	—			15,000			—
Bad debt expense	—			—			12,931
Interest (income) expense	403			(41		)	761
Gain on sale	4			6,548			101,624
Income tax expense	—			—			6,117
Income (loss) from discontinued operations, net of income taxes	$	(4,833	)	$	(16,048	)	$	73,047

- Definition

The entire disclosure for the facts and circumstances leading to the completed or expected disposal, manner and timing of disposal, the gain (loss) recognized in the income statement and the income statement caption that includes that gain (loss), amounts of revenues and pretax profit or loss reported in discontinued operations, the segment in which the disposal group was reported, and the classification (whether sold or classified as held for sale) and carrying value of the assets and liabilities comprising the disposal group. Includes all disposal groups, including those classified as components of the entity (discontinued operations).

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
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-URI http://asc.fasb.org/extlink&oid=6360339&loc=d3e1436-107760

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+ Details

GOODWILL AND INTANGIBLE ASSETS

12 Months Ended

Dec. 31, 2014

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

GOODWILL AND INTANGIBLE ASSETS

Goodwill, and the changes in the carrying amount of goodwill by operating and reportable segment for the years ended December 31, 2014 and 2013, are as follows (in thousands):



	Infusion Services		PBM Services		Total
Balance at December 31, 2012	$	304,282	$	12,744	$	317,026
Acquisitions	254,304		—		254,304
Other adjustments	7		—		7
Balance at December 31, 2013	558,593		12,744		571,337
Other adjustments	1,986		—		1,986
Balance at December 31, 2014	$	560,579	$	12,744	$	573,323

At December 31, 2013, goodwill of $33.8 million related to the Home Health Business that was sold on March 31, 2014 is included in non-current assets of discontinued operations in the accompanying Consolidated Balance Sheets (see Note 5 - Discontinued Operations).

The $254.3 million increase in the Infusion Services segment goodwill primarily results from the acquisitions of the HomeChoice and CarePoint Businesses during the year ended December 31, 2013. Purchase price adjustments of $2.0 million related to the CarePoint Business acquisition net working capital adjustments related to the value of accounts receivable and prepaid expenses were recorded during the year ended December 31, 2014 (see Note 4 - Acquisitions).

In accordance with ASC 350, Intangibles--Goodwill and Other, the Company evaluates goodwill for impairment on an annual basis and whenever events or circumstances exist that indicate that the carrying value of goodwill may no longer be recoverable. The impairment evaluation is based on a two-step process. The first step compares the fair value of a reporting unit with its carrying amount, including goodwill. If the first step indicates that the fair value of the reporting unit is less than its carrying amount, the second step must be performed which determines the implied fair value of reporting unit goodwill. The measurement of possible impairment is based upon the comparison of the implied fair value of reporting unit to its carrying value.

The Company evaluated goodwill for possible impairment in accordance with ASC 350, Intangibles--Goodwill and Other (see Note 2 - Significant Accounting Policies) as of December 31, 2014, and determined that no impairment of goodwill was indicated.

Intangible assets consisted of the following as of December 31, 2014 and 2013 (in thousands):



	December 31, 2014							December 31, 2013
	Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization			Net Carrying Amount
Finite Lived Assets
Infusion customer relationships	25,650		(16,615		)	9,035		25,650		(12,062		)	13,588
Infusion trademarks	6,200		(5,333		)	867		6,200		(3,514		)	2,686
Non-compete agreements	1,500		(1,133		)	367		1,500		(950		)	550
	$	33,350	$	(23,081	)	$	10,269	$	33,350	$	(16,526	)	$	16,824

Indefinite lived intangible assets of $15.4 million related to the Home Health Business sold on March 31, 2014 are included in non-current assets of discontinued operations in the accompanying Consolidated Balance Sheets at December 31, 2013 (see Note 5 - Discontinued Operations).

Finite lived intangible assets are amortized on a straight-line basis over their estimated useful lives as follows:



	Estimated Useful Life
Infusion customer relationships	5	months	-	4	years
Infusion trademarks	23	months	-	3	years
Non-compete agreements	1	year	-	5	years

Total amortization expense of intangible assets was $6.6 million, $6.7 million, and $4.0 million for the years ended December 31, 2014, 2013, and 2012, respectively. Amortization expense is expected to be the following (in thousands):



Year ending December 31,	Estimated Amortization
2015	$	5,142
2016	3,078
2017	1,983
2018	66
2019	—
Thereafter	$	—
Total estimated amortization expense	$	10,269

- Definition

The entire disclosure for the aggregate amount of goodwill and a description of intangible assets, which may include (a) for amortizable intangible assets (also referred to as finite-lived intangible assets), the carrying amount, the amount of any significant residual value, and the weighted-average amortization period, (b) for intangible assets not subject to amortization (also referred to as indefinite-lived intangible assets), the carrying amount, and (c) the amount of research and development assets acquired and written off in the period, including the line item in the income statement in which the amounts written off are aggregated, if not readily apparent from the income statement. Also discloses (a) for amortizable intangibles assets in total and by major class, the gross carrying amount and accumulated amortization, the total amortization expense for the period, and the estimated aggregate amortization expense for each of the five succeeding fiscal years, (b) for intangible assets not subject to amortization the carrying amount in total and by major class, and (c) for goodwill, in total and for each reportable segment, the changes in the carrying amount of goodwill during the period (including the aggregate amount of goodwill acquired, the aggregate amount of impairment losses recognized, and the amount of goodwill included in the gain (loss) on disposal of a reporting unit). If any part of goodwill has not been allocated to a reportable segment, discloses the unallocated amount and the reasons for not allocating. For each impairment loss recognized related to an intangible asset (excluding goodwill), discloses: (a) a description of the impaired intangible asset and the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method for determining fair value, (c) the caption in the income statement or the statement of activities in which the impairment loss is aggregated, and (d) the segment in which the impaired intangible asset is reported. For each goodwill impairment loss recognized, discloses: (a) a description of the facts and circumstances leading to the impairment, (b) the amount of the impairment loss and the method of determining the fair value of the associated reporting unit, and (c) if a recognized impairment loss is an estimate not finalized and the reasons why the estimate is not final. May also disclose the nature and amount of any significant adjustments made to a previous estimate of an impairment loss.

+ References + Details

RESTRUCTURING AND OTHER EXPENSES

12 Months Ended

Dec. 31, 2014

Restructuring and Related Activities [Abstract]

Restructuring and Other Expenses

RESTRUCTURING AND OTHER EXPENSES

Restructuring and other expenses include expenses resulting from the execution of our strategic assessment and related restructuring plans, consisting primarily of employee severance and other benefit-related costs, third-party consulting costs, facility-related costs, and certain other costs. It also includes other transitional costs such as training, redundant salaries prior to defined separation dates, and retention bonuses for certain critical personnel.

In 2010, the Company commenced a strategic assessment of its business and operations (“Restructuring Phase I”). This assessment focused on expanding revenue opportunities and lowering corporate overhead, including workforce and benefit reductions and facility rationalization. In addition to addressing corporate overhead, the strategic assessment examined the Company’s market strengths and opportunities and compared the Company’s position to that of its competitors. As a result of the assessment, the Company focused its growth on investments in the Infusion and Home Health Services segments and elected to pursue offers for its traditional and specialty pharmacy mail operations and community retail pharmacy stores. Accordingly, the Company consummated the Pharmacy Services Asset Sale relating to its traditional and specialty pharmacy mail operations and community retail pharmacy stores.

In 2012, as a result of the divestiture process, the Company’s management team commenced an assessment of the Company’s continuing operations in order to align its corporate structure with its remaining operations (“Restructuring Phase II”).

The Company anticipates that additional restructuring will occur and thus we may incur significant additional charges such as the write down of certain long-lived assets, employee severance, other restructuring type charges, temporary redundant expenses, potential cash bonus payments and potential accelerated payments or termination costs for certain of its contractual obligations, which impact the Company’s future Consolidated Financial Statements.

Restructuring Phase I

As a result of the execution of the strategic assessment and related restructuring plan, the Company incurred restructuring expenses of approximately $0.2 million, and $(0.1) million, during the years ended December 31, 2014 and 2013, respectively. Restructuring costs for the year ended December 31, 2014 relate primarily to the closing of facilities. The Company did not incur any significant restructuring expenses related to Restructuring Phase I during 2013, though some amounts previously accrued were adjusted in 2013.

Since inception of the strategic assessment and related restructuring plan, the Company has incurred approximately $10.3 million in total expenses, including $4.3 million of third-party consulting costs, $4.1 million of employee severance and other benefit-related costs related to workforce reductions, and $1.9 million of facility-related costs. A large part of the third-party consulting costs and other costs were associated with the analysis of our assets and their long-term strategic value relative to other assets in which we could invest. The assessment process culminated in the Pharmacy Services Asset Sale (see Note 5--Discontinued Operations).

The restructuring costs are included in restructuring and other expenses on the Consolidated Statements of Operations. As of December 31, 2014, there are restructuring accruals of $0.4 million related to Phase I included in accrued expenses and other current liabilities and other non-current liabilities on the Consolidated Balance Sheets. The restructuring accrual activity consisted of the following (in thousands):



	Employee Severance and Other Benefits			Consulting Costs			Facility-Related Costs			Total
Balance at December 31, 2012	$	163		$	20		$	841		$	1,024
Expenses	(163		)	(20		)	118			(65		)
Cash payments	—			—			(438		)	(438		)
Balance at December 31, 2013	—			—			521			521
Expenses	—			—			248			248
Cash payments	—			—			(351		)	(351		)
Balance at December 31, 2014	$	—		$	—		$	418		$	418

Restructuring Phase II

As a result of Restructuring Phase II, the Company incurred restructuring expenses of approximately $10.9 million and $3.4 million during the years ended December 31, 2014 and 2013. Restructuring expense during the year ended December 31, 2014 consisted of approximately $2.9 million of employee severance and other benefit related costs associated with workforce reductions, $6.2 million of third-party consulting and $1.7 million of other costs, primarily incremental bad debt reserves related to branch closures. Restructuring expenses during the year ended December 31, 2013 consisted of approximately $1.5 million of employee severance and other benefit related costs associated with workforce reductions, $1.6 million of third-party consulting costs and $0.4 million in other costs.

The restructuring costs are included in restructuring and other expenses on the Consolidated Statements of Operations. As of December 31, 2014, there are restructuring accruals of $3.3 million related to Phase II included on the Consolidated Balance Sheets. The restructuring accrual activity consisted of the following (in thousands):



	Employee Severance and Other Benefits			Consulting Costs			Other Costs			Total
Balance at December 31, 2012	$	559		$	145		$	—		$	704
Expenses	1,496			1,561			378			3,435
Cash payments	(1,159		)	(155		)	(344		)	(1,658		)
Balance at December 31, 2013	896			1,551			34			2,481
Expenses	2,949			6,242			1,721			10,912
Cash payments	(2,460		)	(7,312		)	(279		)	(10,051		)
Balance at December 31, 2014	$	1,385		$	481		$	1,476		$	3,342

Other transitional costs included in restructuring and other expenses on the Consolidated Statements of Operations totaled $4.4 million, $4.4 million and $3.0 million, in the years ended December 31, 2014, 2013 and 2012, respectively. During the year ended December 31, 2014, $0.7 million of the transitional costs related to the issuance of the 2021 Notes (see Note 9). During the year ended December 31, 2012, transitional costs included $0.8 million for certain state sales taxes associated with prior year sales of acquired companies.

PROPERTY AND EQUIPMENT

12 Months Ended

Dec. 31, 2014

Property, Plant and Equipment [Abstract]

Property and Equipment

PROPERTY AND EQUIPMENT

Property and equipment consists of the following (in thousands):



	December 31,
	2014			2013
Computer and office equipment, including equipment acquired under capital leases	$	22,662		$	19,961
Software capitalized for internal use	14,914			13,746
Vehicles, including equipment acquired under capital leases	2,106			2,056
Medical equipment	27,668			22,247
Work in progress	3,287			8,815
Furniture and fixtures	4,487			4,291
Leasehold improvements	13,690			12,082
Property and equipment, gross	88,814			83,198
Less: Accumulated depreciation	(50,643		)	(42,016		)
Property and equipment, net	$	38,171		$	41,182

The Company had an insignificant amount of vehicles and medical equipment under capital lease for the years ended December 31, 2014, 2013 and 2012.

Work in progress at December 31, 2014 and 2013 includes $0.6 million and $0.7 million, respectively, of internally developed software costs to be capitalized upon completion.

Depreciation expense, including expense related to assets under capital lease, for the years ended December 31, 2014, 2013 and 2012 was $16.4 million, $13.4 million, and $8.4 million, respectively. Depreciation expense for the years ended December 31, 2014, 2013 and 2012 includes $2.4 million, $1.7 million, and $1.3 million, respectively, related to costs related to software capitalized for internal use.

There were no significant gains or losses on sales of property and equipment for the years ended December 31, 2014 and 2013. Losses of $0.2 million were incurred on disposal of property and equipment for the year ended December 31, 2012.

Impairment

The Company assesses the impairment of its assets whenever events or changes in circumstances indicate that the carrying value may not be recoverable. As a result of the Pharmacy Services Asset Sale (see Note 5 - Discontinued Operations), the Company evaluated certain facilities that were retained by the Company following the divestiture. As a result of the evaluation, the Company determined that a triggering event occurred, giving rise to the need to assess the recoverability of certain of our assets previously used in the specialty pharmacy mail operations and community retail pharmacy operations, which consisted primarily of software capitalized for internal use, leasehold improvements and work in progress. Based on our analysis, we recorded a $5.8 million impairment charge in income (loss) from discontinued operations, net of income taxes during the year ended December 31, 2012. In connection with the sale of substantially all of the Home Health Services segment, the Company recorded an impairment charge of $0.5 million that is included in income (loss) from discontinued operations, net of income taxes during the year ended December 31, 2014. No impairment charges were incurred during the year ended December 31, 2013.

DEBT

12 Months Ended

Dec. 31, 2014

Debt Disclosure [Abstract]

Debt

DEBT

As of December 31, 2014 and 2013 the Company’s debt consisted of the following (in thousands):



	December 31,
	2014		2013
Revolving Credit Facility	$	5,000	$	40,003
Term Loan Facilities	222,757		395,000
2021 Notes, net of unamortized discount	195,462		—
Capital leases	584		576
Total Debt	423,803		435,579
Less: Current portion	5,395		60,257
Long-term debt, net of current portion	$	418,408	$	375,322

Senior Credit Facilities

On July 31, 2013, the Company entered into (i) a senior secured first-lien revolving credit facility in an aggregate principal amount of $75.0 million (the “Revolving Credit Facility”), (ii) a senior secured first-lien term loan B in an aggregate principal amount of $250.0 million (the “Term Loan B Facility”) and (iii) a senior secured first-lien delayed draw term loan B in an aggregate principal amount of $150.0 million (the “Delayed Draw Term Loan Facility” and, together with the Revolving Credit Facility and the Term Loan B Facility, the “Senior Credit Facilities”) with SunTrust Bank, Jefferies Finance LLC and Morgan Stanley Senior Funding, Inc.

Advances under the Senior Credit Facilities bear interest at a floating rate or rates equal to the Eurodollar rate plus 5.25% or the base rate plus 4.25% specified in the Senior Credit Facilities agreement. The Eurodollar rate used in the interest rate calculation for Term Loan B Facility and the Delayed Draw Term Loan Facility (collectively, the “Term Loan Facilities”) is subject to a floor of 1.25%. There is no floor applied to interest rate calculation for the Revolving Credit Facility. In addition, there is a 0.50% commitment fee on the unused portion of the Revolving Credit Facility. As of December 31, 2014, the interest rate for the Term Loan Facilities is approximately 6.50% and the interest rate for the Revolving Credit Facility is approximately 7.50%. The interest rates may vary in the future depending on the Company’s consolidated net leverage ratio.

The Revolving Credit Facility matures on July 31, 2018, at which time all principal amounts outstanding are due and payable. The Term Loan Facilities each mature on July 31, 2020, and require equal consecutive quarterly repayments of 1.25% of the original principal amount funded commencing on December 31, 2013. Once repaid, amounts under Term Loan Facilities may not be re-borrowed. The Senior Credit Facilities are secured by substantially all of the Company’s and its subsidiaries’ assets.

The Senior Credit Facilities contain customary events of default that include, among others, non-payment of principal, interest or fees, violation of covenants, inaccuracy of representations and warranties, bankruptcy and insolvency events, material judgments, cross-defaults to material indebtedness, events constituting a change of control and any other development that results in, or would reasonably be expected to result in, a material adverse effect to the debtor’s ability to perform its obligation under the facility. The occurrence of certain events of default may increase the applicable rate of interest by 2% and could result in the acceleration of the Company’s obligations under the Senior Credit Facilities to pay the full amount of the obligations. If the Company draws down in excess of 25% of the available borrowing capacity under the Revolving Credit Facility, the net leverage covenants under the Revolving Credit Facility will become applicable such that the Company’s consolidated net leverage ratio will not be permitted to exceed certain thresholds until maturity of the Revolving Credit Facility. The required maximum consolidated net leverage ratio thresholds for the Revolving Credit Facility are defined for each measurement quarter. The Term Loan Facilities are not subject to any financial covenants.

The proceeds of the Term Loan B Facility were used to refinance certain existing indebtedness of the Company, including the payment of the purchase price for the 10.25% senior unsecured notes (the “2015 Notes”) tendered and accepted for purchase in the Offer (defined below) and the payment of the redemption price for the 2015 Notes that remained outstanding after completion of the Offer. The Delayed Draw Term Loan Facility and the Revolving Credit Facility were used to fund a portion of the CarePoint Business acquisition and may be used for other general corporate purposes of the Company, including acquisitions, investments, capital expenditures and working capital needs.

On December 23, 2013, the Company entered into the First Amendment to the Senior Credit Facilities pursuant to which the Company obtained the required consent of the lenders to enter into the Settlement Agreements (see Note 10 - Commitments and Contingencies) and to begin making payments, in accordance with the payment terms, on the settlement amount of $15.0 million. In exchange for this consent, the Company paid the lenders a fee of $0.5 million and included this amount in loss from discontinued operations in the Consolidated Statements of Operations.

On January 31, 2014, the Company entered into the Second Amendment to the Senior Credit Facilities, which, among other things (i) provides additional flexibility with respect to compliance with the maximum net leverage ratio for the fiscal quarters ending December 31, 2013 through and including December 31, 2014, (ii) provides additional flexibility under the indebtedness covenants to permit the Company to obtain up to $150.0 million of second-lien debt and issue up to $250.0 million of unsecured bonds, provided that 100% of the net proceeds are applied first to the Revolving Credit Facility, with no corresponding permanent commitment reduction, and then on a pro rata basis to the Term Loan B Facility and the Delayed Draw Term Loan Facility (collectively, the “Term Loan Facilities”), (iii) provides the requisite flexibility to sell non-core assets, subject to the satisfaction of certain conditions, and (iv) increased the applicable interest rates for each of the Term Loan Facilities to the Eurodollar rate plus 6.00% or the base rate plus 5.00%, until the occurrence of certain pricing decrease triggering events, as defined in the amendment. Upon the occurrence of a pricing decrease triggering event, the interest rates for the Senior Credit Facilities may revert to the Eurodollar rate plus 5.25% or the base rate plus 4.25%.

As discussed below, the net proceeds of approximately $194.5 million from the issuance on February 11, 2014 of 8.875% senior notes due 2021 (the “2021 Notes”) were used to repay $59.3 million of the Revolving Credit Facility and $135.2 million of the Term Loan Facilities. In addition, approximately $54.2 million of the net proceeds from the sale of the Home Health Business (see Note 5 - Discontinued Operations) were used to repay $17.2 million of the Revolving Credit Facility and $37.0 million of the Term Loan Facilities. These repayments were used to prepay the required quarterly principal repayments such that no principal repayments will be required for the Term Loan Facilities until their maturity on July 31, 2020. Once repaid, amounts under Term Loan Facilities may not be reborrowed. The Senior Credit Facilities are secured by substantially all of the Company’s and its subsidiaries’ assets.

The partial repayments of the Senior Credit Facilities as a result of the issuance of the 2021 Notes and from the sale of the Home Health Business were pricing decrease triggering events that resulted in the interest rates reverting to the Eurodollar rate plus 5.25% or the base rate plus 4.25%.

At December 31, 2014, the Company had $70.0 million undrawn under its Revolving Credit Facility.

On March 1, 2015, the Company entered into the Third Amendment to the Senior Credit Facilities (see Note 17--Subsequent Events).

2021 Notes

On February 11, 2014, the Company issued $200.0 million aggregate principal amount of the 2021 Notes. The 2021 Notes are senior unsecured obligations of the Company and are fully and unconditionally guaranteed by all existing and future subsidiaries of the Company. The 2021 Notes were offered in the United States to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act pursuant to an Indenture (the “2021 Notes Indenture”), dated February 11, 2014, by and among the Company, the guarantors named therein and U.S. Bank National Association, as trustee.

Interest on the 2021 Notes accrues at a fixed rate of 8.875% per annum and is payable in cash semi-annually, in arrears, on February 15 and August 15 of each year, commencing on August 15, 2014. The debt discount of $5.0 million at issuance is being amortized as interest expense through maturity which will result in the accretion over time of the outstanding debt balance to the principal amount. As of December 31, 2014, there are no quoted prices or active markets for the 2021 Notes. The 2021 Notes are the Company’s senior unsecured obligations and rank equally in right of payment with all of its other existing and future senior unsecured indebtedness and senior in right of payment to all of its existing and future subordinated indebtedness.

The 2021 Notes are guaranteed on a full, joint and several basis by each of the Company’s existing and future domestic restricted subsidiaries that is a borrower under any of the Company’s credit facilities or that guarantees any of the Company’s debt or that of any of its restricted subsidiaries, in each case incurred under the Company’s credit facilities.

The Company may redeem some or all of the 2021 Notes prior to February 15, 2017 by paying a “make-whole” premium. The Company may redeem some or all of the 2021 Notes on or after February 15, 2017 at specified redemption prices. In addition, prior to February 15, 2017, the Company may redeem up to 35% of the 2021 Notes with the net proceeds of certain equity offerings at a price of 108.875% plus accrued and unpaid interest, if any. The Company is obligated to offer to repurchase the 2021 Notes at a price of 101% of their principal amount plus accrued and unpaid interest, if any, as a result of certain change of control events. These restrictions and prohibitions are subject to certain qualifications and exceptions.

The 2021 Notes Indenture contains covenants that, among other things, limit the Company’s ability and the ability of certain of the Company’s subsidiaries to (i) grant liens on its assets, (ii) make dividend payments, other distributions or other restricted payments, (iii) incur restrictions on the ability of the Company’s restricted subsidiaries to pay dividends or make other payments, (iv) enter into sale and leaseback transactions, (v) merge, consolidate, transfer or dispose of substantially all of their assets, (vi) incur additional indebtedness, (vii) make investments, (viii) sell assets, including capital stock of subsidiaries, (ix) use the proceeds from sales of assets, including capital stock of restricted subsidiaries, and (x) enter into transactions with affiliates. In addition, the 2021 Notes Indenture requires, among other things, the Company to provide financial and current reports to holders of the 2021 Notes or file such reports electronically with the U.S. Securities and Exchange Commission (the “SEC”). These covenants are subject to a number of exceptions, limitations and qualifications set forth in the 2021 Notes Indenture.

Pursuant to the terms of the Second Amendment to the Senior Credit Facilities, the Company used the net proceeds of the 2021 Notes of approximately $194.5 million to repay $59.3 million of the Revolving Credit Facility and $135.2 million of the Term Loan Facilities.

In connection with the issuance of the 2021 Notes, the Company entered into a registration rights agreement on February 11, 2014 with certain guarantors of the 2021 Notes named therein and Jefferies LLC, on behalf of itself and the other initial purchasers named therein (the “Registration Rights Agreement”). Pursuant to the Registration Rights Agreement, the Company on February 6, 2015 filed on Form S-4 an exchange offer registration statement to exchange the 2021 Notes for substantially identical notes registered under the Securities Act. The Company has agreed to use commercially reasonable efforts to have the exchange offer registration statement declared effective within 450 days of the issue date and to complete the exchange offer with respect to the 2021 Notes within 30 days of effectiveness. If the Company fails to satisfy its registration obligations under the Registration Rights Agreement, it will be required to pay additional interest to the holders of the 2021 Notes under certain circumstances.

Prior Revolving Credit Facility

On July 3, 2012, the Company entered into a Third Amendment to the Second Amended and Restated Credit Agreement, by and among the Company, as borrower, all of its subsidiaries as guarantors thereto, the lenders, Healthcare Finance Group, LLC, an administrative agent, and the other parties thereto to provide an available line of credit of up to $125.0 million. The Prior Credit Facility bore interest at LIBOR rate plus 3.5%. On July 31, 2013, the Company entered into its Senior Credit Facilities and terminated this agreement. At the date of termination, no amounts were outstanding under this agreement.

2015 Notes

On June 3, 2013, the Company commenced an Offer to Purchase and Consent Solicitation (the “Offer”) to the holders of the Company’s outstanding $225.0 million aggregate principal 2015 Notes to purchase any and all of the 2015 Notes at $1,056.25 cash for each $1,000.00 of principal plus accrued but unpaid interest to the date of purchase.

On July 31, 2013, the Company received and accepted for purchase approximately 56.1% of the aggregate principal amount of its outstanding 2015 Notes that were validly tendered by the Offer’s expiration date of July 30, 2013. The $133.3 million aggregate repurchase price plus accrued but unpaid interest of $4.3 million, of the 2015 Notes tendered in connection with the Offer was paid from proceeds received under the Term Loan B Facility.

In connection with the Offer, the Company solicited and received sufficient consents from the holders of the 2015 Notes to amend certain provisions of the indenture governing the 2015 Notes (the “2015 Notes Indenture”) that would eliminate substantially all of the restrictive covenants, certain events of default and other provisions included in the Indenture. On July 31, 2013, the Company entered into a supplemental indenture with the trustee for the 2015 Notes, giving effect to the proposed amendments to the 2015 Notes Indenture and eliminating substantially all of the restrictive covenants and certain default provisions contained in the 2015 Notes Indenture.

On July 31, 2013, the Company satisfied and discharged its obligations under the 2015 Notes Indenture by depositing with the trustee approximately $107.8 million from proceeds received under the Term Loan B Facility. On August 19, 2013, the trustee paid all remaining outstanding 2015 Notes at a redemption price equal to $1,051.25 cash for each $1,000.00 of the principal amount plus accrued and unpaid interest as of such date.

Loss on Extinguishment of Debt

As a result of the $54.2 million repayment of the Senior Credit Facilities from the net proceeds of the sale of the Home Health Business on March 31, 2014, the Company recognized a partial extinguishment of debt and wrote off approximately $2.4 million of deferred financing costs during the three months ended December 31, 2014. During the year ended December 31, 2013, the Company recognized a $15.9 million loss on extinguishment of debt as a result of the repurchase and redemption of all outstanding principal and interest amounts under the 2015 Notes.

The accompanying Consolidated Statements of Operations include losses on extinguishment of debt during the years ended December 31, 2014 and 2013 as follows (in thousands):



	Year Ended December 31,
	2014		2013
2015 Note redemption premium	$	—	$	12,162
Write-off of deferred financing costs	2,373		3,501
Legal fees and other expenses	—		235
Loss on extinguishment of debt	$	2,373	$	15,898

Deferred Financing Costs

In connection with Senior Credit Facilities, the Company incurred underwriting fees, agent fees, legal fees and other expenses of $21.9 million that are being amortized over the terms of the Senior Credit Facilities. As discussed above, approximately $2.4 million of these deferred financing costs were written off during the three months ended December 31, 2014.

In connection with the issuance of the 2021 Notes, the Company incurred underwriting fees, agent fees, legal fees and other expenses of $0.5 million that are being amortized over the term of the 2021 Notes.

Future Maturities

The estimated future maturities of the Company’s long-term debt as of December 31, 2014, are as follows (in thousands):



Year Ending December 31,	Amount
2015	$	—
2016	—
2017	—
2018	—
2019	—
Thereafter	422,757
Total future maturities	$	422,757

Interest Expense, net

Interest expense consisted of the following for each of the three years ended December 31, 2014, 2013 and 2012 (in thousands):



	Year ended December 31,
	2014			2013			2012
Revolving Credit Facility	$	1,829		$	873		$	—
Term Loan Facilities	16,820			10,313			—
2021 Notes	15,926			—			—
Prior Credit Facility	—			765			2,675
2015 Notes	—			13,960			23,063
Amortization of deferred financing costs	3,691			2,259			1,261
Amortization of debt discount	462			—			—
Expense allocated to discontinued operations	—			41			(761		)
Other, net	(189		)	(13		)	(170		)
Interest expense, net	$	38,539		$	28,198		$	26,068

The weighted average interest rate on the Company’s short-term borrowings under its revolving credit facilities during the years ended December 31, 2014 and 2013 was 8.55% and 5.43%, respectively.

Liquidity

The Company expects that cash generated from operating activities combined with available borrowings under the Revolving Credit Facility will be sufficient to fund anticipated working capital, information technology systems investments, scheduled interest repayments and other cash needs for at least the next twelve months, based on historical levels.

Cash generated from operations turned positive in the second half of 2014 as the Company increased cash collections and reduced days sales outstanding (“DSO”). The Company’s plan in 2015 is to continue to reduce DSO and tightly manage operating expenses. Under the terms of its credit facility, a springing covenant becomes applicable if the Company’s borrowings on the revolver are over 25% of availability on the last day of the quarter. The covenant is a consolidated first lien net leverage ratio which uses first lien debt net of cash divided by last twelve months Adjusted EBITDA as defined in the credit facility. Should DSO rise, or if other unforeseen needs for liquidity develop, or if the Company does not manage cash to ensure compliance with debt covenants, the Company would pursue alternate financing arrangements to meet its working capital requirements. From time to time the Company may evaluate market conditions and financing options that would improve its current liquidity profile and enhance its financial flexibility. This may include, but is not limited to, opportunities to raise additional funds through the issuance of various forms of equity and/or debt securities or other instruments. However, there is no assurance that, if necessary, the Company would be able to raise capital to provide required liquidity.

COMMITMENTS AND CONTINGENCIES

12 Months Ended

Dec. 31, 2014

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

COMMITMENTS AND CONTINGENCIES

Legal Proceedings

United States Attorney’s Office for the Southern District of New York and New York State Attorney General investigation

Effective January 8, 2014, the Company entered into the Federal Settlement Agreement with the DOJ and David M. Kester (the “Relator”). The Federal Settlement Agreement represented the federal and private component of the Company’s agreement to settle all civil claims under the False Claims Act and related statutes and all common law claims (collectively, the “Claims”) that could have been brought by the DOJ and Relator in the qui tam lawsuit filed in the Southern District of New York (the “SDNY”) by the Relator relating to the distribution of the Medication by the Company’s legacy specialty pharmacy division (the “Legacy Division”) that was divested in May 2012 (the “Civil Action”). Until January 8, 2014, the Company was prohibited from publicly disclosing any information related to the existence of the Civil Action. On January 8, 2014, the Civil Action was unsealed and made public on order of the court. Effective February 11, 2014, the Company entered into the State Settlement Agreements with the Settling States. The State Settlement Agreements represented the state component of the Company’s agreement to settle the Claims that could have been brought by the Settling States that arose out of the Legacy Division’s distribution of the Medication.

With the execution of the Federal Settlement Agreement and the State Settlement Agreements (collectively the “Settlement Agreements”), the Company expects the Civil Action to be fully resolved, and also expects to be fully resolved the federal and state claims that were or could have been raised in the Civil Action. All federal claims and all state claims by the Settling States that have been or could be brought against it in the Civil Action have been dismissed with prejudice. The State Settlement Agreements expressly recognize and affirmatively provide that, by entering into the State Settlement Agreements, the Company has not made any admission of liability and the Company expressly denies the allegations in the Civil Action.

As a part of the State Settlement Agreements, the Company has also resolved any and all claims that the Settling States or their representatives, including the National Association of Medicaid Fraud Control Units (the “NAMFCU”) (which represented the offices of the Attorneys General of the Settling States), could bring for attorney’s fees, investigative fees and/or administrative costs related to the Civil Action. The Company has also separately resolved any and all claims for certain investigative/administrative costs and attorney’s fees related to the Civil Action incurred by the DOJ, Relator and the NAMFCU for approximately $1.1 million in the aggregate. The Company does not anticipate any further claims relating to the matters involved in the Settlement Agreements. The Settlement Agreements do not, however, preclude the U.S. Department of Health and Human Services, the Office of the Inspector General or any state from taking any administrative actions.

Under the Settlement Agreements, the Company will pay an aggregate of $15.0 million, plus interest (at an annual rate of 3.25%) in three approximately annual payments from January 2014 through January 2016. The Settlement Agreements represented a compromise to avoid the costs, distraction and uncertainty of protracted litigation. The Settlement Agreements do not include any admission of wrongdoing, illegal activity, or liability by the Company or its employees, directors, officers or agents.

During the year ended December 31, 2013, the Company included in its results of discontinued operations an accrual of $15.0 million in connection with the government’s investigation regarding certain operations of the Legacy Division. As of December 31, 2014, the Company has paid $3.0 million, including interest, related to the Settlement Agreements and $450,000 of fees to the Relator.

Securities Class Action Litigation in the Southern District of New York

On September 30, 2013, a putative securities class action lawsuit was filed against the Company and certain of its officers on behalf of the putative class of purchasers of our securities between August 8, 2011 and September 20, 2013, inclusive.

On November 15, 2013, a putative securities class action lawsuit was filed against the Company and certain of its directors and officers and certain underwriters in the Company’s April 2013 underwritten public offering of its common stock, on behalf of the putative class of purchasers of our securities between August 8, 2011 and September 23, 2013, inclusive.

On December 19, 2013, the United States District Court for the SDNY entered an order consolidating the two class action lawsuits and appointing a lead plaintiff. The Company denies any allegations of wrongdoing in the consolidated class action lawsuit. The lead plaintiff filed a consolidated complaint on February 19, 2014 against the Company, certain of its directors and officers, certain underwriters in the Company’s April 2013 underwritten public offering of its common stock, and a certain stockholder of the Company. The consolidated complaint is brought on behalf of a putative class of purchasers of the Company’s securities between November 9, 2012 and November 6, 2013, inclusive, and persons and entities who purchased the Company’s securities pursuant or traceable to two underwritten public offerings of the Company’s common stock conducted in April 2013, and August 2013. The consolidated complaint alleges generally that the defendants made material misstatements and/or failed to disclose matters related the Legacy Division’s distribution of the Medication as well as the Company’s PBM Services segment. The consolidated complaint asserts claims under Sections 11, 12(a)(2) and 15 of the Securities Act and Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 promulgated thereunder. All defendants in the case moved to dismiss the consolidated complaint on April 28, 2014. Briefing on the motion to dismiss was complete on July 28, 2014. The Company believes all of the claims in these class action lawsuits are without merit and intends to vigorously defend against these claims. However, there is no assurance that the Company will be successful in its defense or that insurance will be available or adequate to fund any settlement or judgment or the litigation costs of these actions. Additional similar lawsuits may be filed. Moreover, the Company is not able to predict the outcome or reasonably estimate a range of possible loss at this time.

Professional Home Care Services Litigation

On March 31, 2009, Professional Home Care Services, Inc. (“PHCS”), a subsidiary of the Company, was sued by Alexander Infusion, LLC, a New York-based home infusion company (“Alexander Infusion”), in the Supreme Court of the State of New York (the “Lawsuit”). The complaint alleged principally breach of contract arising in connection with PHCS’s failure to consummate an acquisition of Alexander Infusion after failing to satisfy the conditions to PHCS’s obligation to close. On April 4, 2014, PHCS and the Company entered into a settlement agreement with Alexander Infusion and its affiliate Avantiscripts, LLC (collectively the “Alexander Parties”) to resolve all outstanding claims arising out of the Lawsuit in exchange for payment by PHCS to the Alexander Parties in the amount of $325,000, and the Lawsuit was dismissed on April 8, 2014. The Company did not pay any cash under the settlement agreement. Rather, the settlement amount of $325,000 was offset against an amount of $325,000 on accounts receivable due to the Company from the Alexander Parties. In addition, under the merger agreement dated as of January 24, 2010, by and among the Company, CHS and the former CHS stockholders, the former CHS stockholders agreed to indemnify the Company, subject to certain limits, in connection with any losses arising from claims made in respect of the acquisition agreement entered into between PHCS and Alexander Infusion.

PBM Services Payment Delay

The Company had historically engaged a third party processor to process PBM Services cash card claims. The third party processor has ceased paying amounts due to the Company. As of December 31, 2014, the total amount owed to the Company is approximately $6.8 million. The Company has initiated arbitration to collect approximately $6.8 million due from the third party processor. As of December 31, 2014, no reserve has been provided for the amounts due to the Company as we believe the amounts owed will be paid in full however there are uncertainties around any arbitration process.

Government Regulation

Various federal and state laws and regulations affecting the healthcare industry do or may impact the Company’s current and planned operations, including, without limitation, federal and state laws prohibiting kickbacks in government health programs, federal and state antitrust and drug distribution laws, and a wide variety of consumer protection, insurance and other state laws and regulations. While management believes the Company is in substantial compliance with all existing laws and regulations material to the operation of its business, such laws and regulations are subject to rapid change and often are uncertain in their application. As controversies continue to arise in the healthcare industry, federal and state regulation and enforcement priorities in this area can be expected to increase, the impact of which cannot be predicted.

From time to time, the Company responds to subpoenas and requests for information from governmental agencies. The Company cannot predict with certainty what the outcome of any of the foregoing might be. While the Company believes it is in substantial compliance with all laws, rules and regulations that affects its business and operations, there can be no assurance that the Company will not be subject to scrutiny or challenge under one or more existing laws or that any such challenge would not be successful. Any such challenge, whether or not successful, could have a material effect upon the Company’s Consolidated Financial Statements. A violation of the Federal anti-kickback statute, for example, may result in substantial criminal penalties, as well as suspension or exclusion from the Medicare and Medicaid programs. Moreover, the costs and expenses associated with defending these actions, even where successful, can be significant. Further, there can be no assurance the Company will be able to obtain or maintain any of the regulatory approvals that may be required to operate its business, and the failure to do so could have a material effect on the Company’s Consolidated Financial Statements.

Leases

The Company leases its facilities and certain equipment under various operating leases with third parties. The majority of these leases contain escalation clauses that increase base rent payments based upon either the Consumer Price Index or an agreed upon schedule.

In addition, the Company utilizes capital leases agreements with third parties to obtain certain assets such as telecommunications equipment and vehicles. Interest rates on capital leases are both fixed and variable and range from 3% to 7%.

As of December 31, 2014, future minimum lease payments under operating and capital leases were as follows (in thousands):



	Operating Leases		Capital Leases		Total
2015	$	8,590	$	418	$	9,008
2016	7,243		122		7,365
2017	6,205		62		6,267
2018	4,308		12		4,320
2019	2,634		—		2,634
Thereafter	2,333		—		2,333
Total Future Minimum Lease Payments	$	31,313	$	614	$	31,927

Rent expense for leased facilities and equipment was approximately $7.6 million, $7.9 million and $6.2 million for the years ended December 31, 2014, 2013 and 2012, respectively.

Purchase Commitments

As of December 31, 2014, the Company had commitments to purchase prescription drugs from drug manufacturers of approximately $47.4 million in 2015. These purchase commitments are made at levels expected to be used in the normal course of business.

OPERATING AND REPORTABLE SEGMENTS

12 Months Ended

Dec. 31, 2014

Segment Reporting [Abstract]

Operating and Reportable Segments

OPERATING AND REPORTABLE SEGMENTS

Following the sale of substantially all of the Company’s Home Health Services segment on March 31, 2014, the Company’s operating and reportable segments, “Infusion Services,” and “PBM Services,” reflect how the Company’s chief operating decision maker reviews the Company’s results in terms of allocating resources and assessing performance. All prior period Segment Operating Results and Supplementary Data have been reclassified to exclude the Home Health Services segment.

The Infusion Services operating and reportable segment provides services consisting of home infusion therapy, respiratory therapy and the provision of durable medical equipment, products and services. Infusion services include the dispensing and administering of infusion-based drugs, which typically require nursing support and clinical management services, equipment to administer the correct dosage and patient training designed to improve patient outcomes.

The PBM Services operating and reportable segment consists of PBM services, which primarily consists of discount card programs. The discount card programs provide a cost effective alternative for individuals who may be uninsured, underinsured or may have restrictive coverage that disallows reimbursement for certain medications. Under these discount programs, individuals who present a discount card at one of the Company’s participating network pharmacies receive prescription medications at a discounted price compared to the retail price. In addition, in the Company’s capacity as a pharmacy benefit manager, it has fully funded prescription benefit programs where the Company reimburses its network pharmacies and third party payors in turn reimburse the Company based on Medi-Span reported pricing for those claims fulfilled for their plan participants.

The Company’s chief operating decision maker evaluates segment performance and allocates resources based on Segment Adjusted EBITDA. Segment Adjusted EBITDA is defined as income (loss) from continuing operations, net of income taxes adjusted for net interest expense, income tax expense (benefit), depreciation, amortization of intangibles and stock-based compensation expense and prior to the allocation of certain corporate expenses. Segment Adjusted EBITDA excludes acquisition, integration and transitional expenses; restructuring and other expense; and other expenses related to the Company’s strategic assessment. Segment Adjusted EBITDA also excludes the operating losses of start-up branch locations that the Company has invested in organically rather than through acquisition. Segment Adjusted EBITDA is a measure of earnings that management monitors as an important indicator of operating and financial performance. The accounting policies of the operating and reportable segments are consistent with those described in the Company's summary of significant accounting policies.

Segment Reporting Information (in thousands)

	Year Ended December 31,
	2014			2013			2012
Results of Operations:
Revenue:
Infusion Services - product revenue	$	901,653		$	675,684		$	471,506
Infusion Services - service revenue	21,001			21,182			10,080
Total Infusion Services revenue	922,654			696,866			481,586
PBM Services - service revenue	61,401			72,592			111,861
Total revenue	$	984,055		$	769,458		$	593,447

Adjusted EBITDA by Segment before corporate overhead:
Infusion Services	$	6,501		$	60,686		$	35,421
PBM Services	6,731			17,094			25,644
Total Segment Adjusted EBITDA	13,232			77,780			61,065
Corporate overhead	(36,264		)	(32,042		)	(26,755		)
Interest expense, net	(38,539		)	(28,198		)	(26,068		)
Loss on extinguishment of debt	(2,373		)	(15,898		)	—
Income tax benefit (expense)	(11,391		)	(2,523		)	7,117
Depreciation	(16,388		)	(13,381		)	(8,367		)
Amortization of intangibles	(6,555		)	(6,671		)	(3,957		)
Stock-based compensation expense	(8,570		)	(9,450		)	(6,122		)
Acquisition and integration expenses	(17,924		)	(16,130		)	(4,046		)
Restructuring and other expenses and investments	(18,610		)	(10,478		)	(5,142		)
Loss from continuing operations, net of income taxes	$	(143,382	)	$	(56,991	)	$	(12,275	)

Segment Reporting Information (continued) (in thousands)

	Year Ended December 31,
	2014		2013		2012
Supplemental Operating Data:
Capital Expenditures:
Infusion Services	$	9,754	$	15,972	$	6,685
PBM Services	—		—		—
Corporate unallocated	4,075		9,553		3,973
Total Capital Expenditures	$	13,829	$	25,525	$	10,658

Depreciation Expense:
Infusion Services	$	10,203	$	8,541	$	4,312
PBM Services	—		—		—
Corporate unallocated	6,185		4,840		4,055
Total Depreciation Expense	$	16,388	$	13,381	$	8,367

Total Assets:
Infusion Services	$	755,955	$	793,475	$	438,171
PBM Services	29,147		25,239		36,354
Corporate unallocated	39,611		53,169		95,423
Assets from discontinued operations	—		64,959		63,245
Assets associated with discontinued operations, not sold	—		16		9,183
Total Assets	$	824,713	$	936,858	$	642,376

Goodwill:
Infusion Services	$	560,579	$	558,593	$	304,282
PBM Services	12,744		12,744		12,744
Total Goodwill	$	573,323	$	571,337	$	317,026

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
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Reference 2: http://www.xbrl.org/2003/role/presentationRef
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-Topic 280
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Reference 3: http://www.xbrl.org/2003/role/presentationRef
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Reference 4: http://www.xbrl.org/2003/role/presentationRef
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Reference 5: http://www.xbrl.org/2003/role/presentationRef
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Reference 6: http://www.xbrl.org/2003/role/presentationRef
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Reference 7: http://www.xbrl.org/2003/role/presentationRef
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Reference 8: http://www.xbrl.org/2003/role/presentationRef
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-Topic 280
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e8984-108599

Reference 9: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=6534315&loc=d3e9031-108599

Reference 10: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 10
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Reference 11: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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Reference 12: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 13: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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Reference 14: http://www.xbrl.org/2003/role/presentationRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

CONCENTRATION OF RISK	12 Months Ended
CONCENTRATION OF RISK	Dec. 31, 2014
Risks and Uncertainties [Abstract]
Concentration of Risk	CONCENTRATION OF RISK Customer and Credit Concentration Risk The Company provides trade credit to its customers in the normal course of business. One commercial payor, UnitedHealthcare, accounted for approximately 22%, 22% and 21% of revenue during the years ended December 31, 2014, 2013 and 2012, respectively. Medicare accounted for 11%, 11% and 9% of revenue during the years ended December 31, 2014, 2013 and 2012, respectively.The majority of the revenue is related to the Infusion Services segment. Therapy Revenue Concentration Risk The Company sells products related to the Immune Globulin (IG) therapy, which represented 17%, 19%, and 22% of revenue during the years ended December 31, 2014, 2013 and 2012, respectively. The revenue is related to the Infusion Services segment.

INCOME TAXES

12 Months Ended

Dec. 31, 2014

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

The Company’s federal and state income tax provision (benefit) from continuing operations is summarized in the following table (in thousands):



	Year Ended December 31,
	2014			2013			2012
Current
Federal	$	(886	)	$	(866	)	$	(6,095	)
State	(41		)	(1,412		)	(990		)
Total current	(927		)	(2,278		)	(7,085		)
Deferred
Federal	9,951			4,424			97
State	2,367			377			(129		)
Total deferred	12,318			4,801			(32		)
Total tax provision (benefit)	$	11,391		$	2,523		$	(7,117	)

The effect of temporary differences that give rise to a significant portion of deferred taxes is as follows (in thousands):



	December 31,
	2014			2013
Deferred tax assets:
Reserves not currently deductible	$	28,424		$	9,785
Net operating loss carryforwards	65,097			39,265
Goodwill and intangibles (tax deductible)	8,499			7,556
Accrued expenses	38			—
Property basis differences	301			—
Stock based compensation	8,201			6,277
Other	610			417
Total deferred tax assets	111,170			63,300
Deferred tax liabilities:
Property basis differences	—			(496		)
Accrued expenses	—			(679		)
Indefinite-lived goodwill and intangibles	(21,272		)	(9,969		)
Less: valuation allowance	(111,170		)	(61,110		)
Net deferred tax liability	(21,272		)	(8,954		)
Less: Amount included in accrued expenses and other current liabilities	(2,214		)	(2,019		)
Deferred taxes	$	(19,058	)	$	(6,935	)

During the fourth quarter of 2010, the Company concluded that it was more likely than not that its deferred tax assets would not be realized. The Company continually assesses the necessity of a valuation allowance. Based on this assessment, the Company concluded that a valuation allowance, in the amount of $111.2 million and $61.1 million, was required as of December 31, 2014 and 2013, respectively. If the Company determines in a future period that it is more likely than not that part or all of the deferred tax assets will be realized, the Company will reverse part or all of the valuation allowance.

At December 31, 2014, the Company had federal net operating loss (“NOL”) carryforwards of approximately $174.9 million, of which $21.1 million is subject to an annual limitation, which will begin expiring in 2026 and later. Of the Company’s $174.9 million federal NOLs, $18.0 million will be recorded in additional paid-in capital when realized as these NOLs are related to the exercise of non-qualified stock options and restricted stock grants. The Company has post-apportioned state NOL carryforwards of approximately $245.7 million, the majority of which will begin expiring in 2017 and later.

The Company’s reconciliation of the statutory rate to the effective income tax rate from continuing operations is as follows (in thousands):



	Year Ended December 31,
	2014			2013			2012
Tax (benefit) provision at statutory rate	$	(46,197	)	$	(18,107	)	$	(6,788	)
State tax (benefit) provision, net of federal taxes	(3,704		)	(2,459		)	(901		)
Valuation allowance changes affecting income tax expense	61,227			23,762			1,077
Change in tax contingencies	(109		)	(1,157		)	(633		)
Non-deductible transaction costs	—			317			—
Other	174			167			128
Tax provision (benefit)	$	11,391		$	2,523		$	(7,117	)

As of December 31, 2014, the Company had $1.1 million of gross unrecognized tax benefits, of which $0.1 million, if recognized, would favorably affect the effective income tax rate in future periods. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows (in thousands):



	Year Ended December 31,
	2014			2013			2012
Unrecognized tax benefits balance at January 1,	$	1,172		$	2,754		$	2,605
Gross increases for tax positions taken in current year	—			—			636
Lapse of statute of limitations	(76		)	(1,582		)	(487		)
Unrecognized tax benefits balance at December 31,	$	1,096		$	1,172		$	2,754

The Company’s policy for recording interest and penalties associated with uncertain tax positions is to record such items as a component of income tax expense in the Consolidated Statements of Operations. As of December 31, 2014 and 2013, the Company had approximately $0.1 million and $0.1 million of accrued interest related to uncertain tax positions, respectively.

The Company files income tax returns, including returns for its subsidiaries, with federal, state and local jurisdictions. The Company’s uncertain tax positions are related to tax years that remain subject to examination. As of December 31, 2014, U.S. tax returns for the years 2011 through 2014 remain subject to examination by federal tax authorities. Tax returns for the years 2010 through 2014 remain subject to examination by state and local tax authorities for a majority of the Company's state and local filings.

STOCK-BASED COMPENSATION

12 Months Ended

Dec. 31, 2014

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-Based Compensation

STOCK-BASED COMPENSATION

BioScrip Equity Incentive Plans

Under the Company’s Amended and Restated 2008 Equity Incentive Plan (the “2008 Plan”), the Company may issue, among other things, incentive stock options (“ISOs”), non-qualified stock options (“NQSOs”), stock appreciation rights (“SARs”), restricted stock, performance shares and performance units to key employees and directors. While SARS are authorized under the 2008 Plan, they may also be issued outside of the plan. The 2008 Plan is administered by the Company's Management Development and Compensation Committee (the “Compensation Committee”), a standing committee of the Board of Directors.

On May 7, 2013, the Company’s stockholders approved an amendment to the 2008 Plan to increase, by 300,000 shares (from 500,000 to 800,000), the aggregate number of shares within the 2008 Plan that may be granted to directors.

On May 8, 2014, the Company’s stockholders (i) approved an amendment to the 2008 Plan to increase the number of authorized shares of common stock available for issuance by 2,500,000 shares (the “2014 Additional Shares”) to 9,355,000 shares and to clarify that cash dividends or dividend equivalents may not be paid to holders of unvested restricted stock units, restricted stock grants and performance units until such awards are vested and non-forfeitable; and (ii) re-approved the material terms of the performance goals that are a part of the 2008 Plan. On September 19, 2014, the Company filed a Registration Statement on Form S-8 to register the issuance of the 2014 Additional Shares that were approved by the Company’s stockholders on May 8, 2014.

As of December 31, 2014, there were 1,874,672 shares that remained available for grant under the 2008 Plan.

BioScrip/CHS Equity Plan

Effective upon closing of the acquisition of CHS, the CHS 2006 Equity Incentive Plan was adopted by the Company and renamed the “BioScrip/CHS 2006 Equity Incentive Plan”. In connection with the May 8, 2014 amendment to the 2008 Plan noted above, the Company determined to cease issuance of equity instruments from the BioScrip/CHS 2006 Equity Incentive Plan. As of December 31, 2014, no shares remained available under the BioScrip/CHS Plan.

Annual Equity Grants

During the year ended December 31, 2014, the Compensation Committee approved grants of approximately 1.9 million NQSO awards and 0.1 million restricted stock awards to key employees and members of the board of directors consistent with the Compensation Committee’s historic grant practices.

Stock Options

Options granted under the Equity Compensation Plans: (a) typically vest over a three-year period and, in certain instances, fully vest upon a change in control of the Company, (b) have an exercise price that may not be less than 100% of its fair market value on the date of grant and (c) are generally exercisable for ten years after the date of grant, subject to earlier termination in certain circumstances.

Option expense is amortized on a straight-line basis over the requisite service period. The Company recognized compensation expense related to stock options of $6.9 million, $6.0 million, and $4.6 million, in the years ended December 31, 2014, 2013 and 2012, respectively.

The weighted-average, grant-date fair value of options granted during the years ending December 31, 2014, 2013 and 2012 was $4.32, $6.24, and $4.00, respectively. A binomial lattice-based valuation model is used to estimate the fair value of each option granted. Because of the limitations with closed-form valuation models, such as the Black-Scholes model, we have determined that this more flexible binomial model provides a better estimate of the fair value of our options. The fair value of each stock option award on the date of the grant was calculated using the following weighted-average assumptions:



	2014			2013			2012
Expected volatility	61.0		%	61.8		%	64.8		%
Risk-free interest rate	2.50		%	2.13		%	1.98		%
Expected life of options	5.7 years			5.5 years			5.8 years
Dividend rate	—			—			—
Fair value of options	$	4.32		$	6.24		$	4.00

Stock option activity for the Equity Compensation Plans through December 31, 2014 was as follows:



	Options		Weighted Average Exercise Price		Aggregate Intrinsic Value (thousands)		Weighted Average Remaining Contractual Life
Balance at December 31, 2013	5,732,821		$	7.59	$	6,185	7.7 years
Granted	1,906,000		$	7.68
Exercised	(272,622	)	$	5.38
Forfeited and expired	(529,193	)	$	8.33
Balance at December 31, 2014	6,837,006		$	7.65	$	4,150	7.4 years
Outstanding options less expected forfeitures at December 31, 2014	6,415,834		$	7.56	$	4,127	7.4 years
Exercisable at December 31, 2014	3,523,697		$	6.69	$	3,933	6.2 years

Cash received from option exercises under share-based payment arrangements for the years ended December 31, 2014, 2013, and 2012 was $1.5 million, $2.5 million, and $8.6 million, respectively.

The maximum term of stock options under these plans is ten years. Options outstanding as of December 31, 2014 expire on various dates ranging from March 2015 through October 2024. The following table outlines our outstanding and exercisable stock options as of December 31, 2014:



	Options Outstanding				Options Exercisable
Range of Option Exercise Price	Outstanding Options	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life	Options Exercisable	Weighted Average Exercise Price
$1.71 - $4.24	409,250	$	2.73	4.4 years	409,250	$	2.73
$4.42 - $6.61	981,256	$	5.16	5.7 years	932,756	$	5.12
$6.62- $6.65	1,681,000	$	6.63	6.8 years	1,226,000	$	6.63
$6.67 - $9.16	2,471,500	$	7.82	8.6 years	524,334	$	8.27
$11.04 - $16.63	1,294,000	$	12.08	8.2 years	431,357	$	12.08
All options	6,837,006	$	7.65	7.4 years	3,523,697	$	6.69

As of December 31, 2013 and 2012 the exercisable portion of outstanding options was approximately 2.5 million shares and 1.9 million shares, respectively.

As of December 31, 2014 there was $9.3 million of unrecognized compensation expense related to unvested option grants that is expected to be recognized over a weighted-average period of 1.9 years. The total intrinsic value of options exercised during the years December 31, 2014, 2013 and 2012 was $0.6 million, $3.8 million, and $4.4 million, respectively.

As compensation expense for options granted is recorded over the requisite service period of options, future stock-based compensation expense may be greater as additional options are granted.

Restricted Stock

Under the Equity Compensation Plans, stock grants subject solely to an employee’s or director’s continued service with the Company will not become fully vested less than (a) three years from the date of grant to employees and, in certain instances, may fully vest upon a change in control of the Company, and (b) one year from the date of grant for directors. Stock grants subject to the achievement of performance conditions will not vest less than one year from the date of grant. Such performance shares may vest after one year from grant. No such time restrictions applied to stock grants made under the Company’s prior equity compensation plans.

The Company recognized compensation expense related to restricted stock awards of $1.6 million, $3.5 million, and $0.4 million for the years ended December 31, 2014, 2013 and 2012, respectively.

Since the Company records compensation expense for restricted stock awards based on the vesting requirements, which generally includes time elapsed, market conditions and/or performance conditions, the weighted average period over which the expense is recognized varies. Also, future equity-based compensation expense may be greater if additional restricted stock awards are made.

Each share of restricted stock issued reduces the number of shares available for grant under the Equity Compensation Plans by 1.53 shares.

Restricted stock award activity through December 31, 2014 was as follows:



	Restricted Stock		Weighted Average Award Date Fair Value		Weighted Average Remaining Recognition Period
Balance at December 31, 2013	370,000		$	12.31	0.3 years
Granted	100,000		$	6.25
Awards Vested	(290,003	)	$	12.08
Canceled	—		$	—
Balance at December 31, 2014	179,997		$	9.31	0.4 years

As of December 31, 2014, there was $0.2 million of unrecognized compensation expense related to unvested restricted stock awards. That expense is expected to be recognized over a weighted average period of 0.4 years. The total grant date fair value of awards vested during the years ended December 31, 2014, 2013 and 2012 was $3.5 million, $0.5 million, and $0.8 million, respectively. The total fair value of restricted stock awards vested during the years December 31, 2014, 2013 and 2012 was $2.0 million, $0.5 million, and $2.3 million, respectively.

Performance Units

Under the 2008 Plan, the Compensation Committee may grant performance units to key employees. The Compensation Committee will establish the terms and conditions of any performance units granted, including the performance goals, the performance period and the value for each performance unit. If the performance goals are satisfied, the Company would pay the key employee an amount in cash equal to the value of each performance unit at the time of payment. In no event may a key employee receive an amount in excess of $1.0 million with respect to performance units for any given year. As of December 31, 2014, no performance units have been granted under the 2008 Plan.

Stock Appreciation Rights

The Company has granted and has outstanding cash-based phantom stock appreciation rights (“SARs”), which are independent of the Company's 2008 Equity Incentive Plan, with respect to 320,000 shares of the Company's common stock. The SARs vest in three equal annual installments and will fully vest in connection with a change of control (as defined in the grantee’s employment agreement). The SARs may be exercised, in whole or in part, to the extent each SAR has been vested and will receive in cash the amount by which the closing stock price on the exercise date exceeds the Grant Price, if any. Upon the exercise of any SARs, as soon as practicable under the applicable federal and state securities laws, the grantee may be required to use the net after-tax proceeds of such exercise to purchase shares of the Common Stock from the Company at the closing stock price of the Common Stock on that date and hold such shares of Common Stock for a period of not less than one year from the date of purchase, except that the grantee will not be required to purchase any shares of Common Stock if the SAR is exercised on or after a change of control of the Company. The grantee’s right to exercise the SAR will expire on the earliest of (1) the tenth anniversary of the grant date, or (2) under certain conditions as a result of termination of the grantee’s employment.

SAR activity through December 31, 2014 was as follows:



	Stock Appreciation Rights		Weighted Average Exercise Price		Weighted Average Remaining Recognition Period
Balance at December 31, 2013	330,000		$	6.73	1.7 years
Granted	—		$	—
Exercised	—		$	—
Canceled	(10,000	)	$	9.16
Balance at December 31, 2014	320,000		$	6.65	0.3 years

The SARs are recorded as a liability in other non-current liabilities in the accompanying Consolidated Balance Sheets. Compensation expense (benefit) related to the SARs for the year ended December 31, 2014, 2013 and 2012 was $(20) thousand, $(48) thousand and $1.1 million As of December 31, 2014 there was $0.1 million of unrecognized compensation expense related to the SARs that is expected to be recognized over a weighted-average period of 0.3 years. In addition, because they are settled with cash, the fair value of the SAR awards is revalued on a quarterly basis. During the years ended December 31, 2014, 2013 and 2012 the Company paid $0, $0 and $0.3 million related to the exercise of SAR awards.

Employee Stock Purchase Plan

On May 7, 2013, the Company’s stockholders approved the BioScrip, Inc. Employee Stock Purchase Plan (the “ESPP”). The ESPP provides all eligible employees, as defined under the ESPP, the opportunity to purchase up to a maximum number of shares of Common Stock of the Company as determined by the Compensation Committee. Participants in the ESPP may acquire the Common Stock at a cost of 85% of the lower of the fair market value on the first or last day of the Plan Year from January 1st through December 31st. The Company has filed a Registration Statement on Form S-8 to register 750,000 shares of Common Stock for issuance under the ESPP. As of December 31, 2014, the ESPP has not yet been implemented and, as a result, no shares have been issued and no expense has been incurred related to the ESPP.

DEFINED CONTRIBUTION PLAN	12 Months Ended
DEFINED CONTRIBUTION PLAN	Dec. 31, 2014
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract]
Defined Contribution Plan	DEFINED CONTRIBUTION PLAN The Company maintains a deferred compensation plan under Section 401(k) of the Internal Revenue Code. Under the Plan, employees may elect to defer up to 100% of their salary, subject to Internal Revenue Service limits, and the Company may make a discretionary matching contribution. The Company recorded matching contributions in selling, general and administrative expenses in the Consolidated Statements of Operations of $1.6 million and $0.5 million during the years ended December 31, 2014 and 2013. The Company elected not to a make matching contributions during the year ended December 31, 2012.

SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

12 Months Ended

Dec. 31, 2014

Selected Quarterly Financial Information [Abstract]

Selected Quarterly Financial Data (Unaudited)

SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

A summary of unaudited quarterly financial information for the years ended December 31, 2014 and 2013 is as follows (in thousands except per share data):



	First Quarter			Second Quarter			Third Quarter			Fourth Quarter
Year ended December 31, 2014
Revenue	$	239,293		$	247,125		$	243,959		$	253,678
Gross profit	$	65,100		$	65,356		$	65,002		$	65,608
Loss from continuing operations, before income taxes	$	(21,765	)	$	(15,548	)	$	(35,645	)	$	(59,033	)
Net loss from discontinued operations, net of income taxes	$	(58	)	$	(1,207	)	$	(1,135	)	$	(1,686	)
Net loss	$	(25,314	)	$	(19,818	)	$	(38,710	)	$	(63,626	)

Loss per share from continuing operations, basic and diluted	$	(0.37	)	$	(0.27	)	$	(0.55	)	$	(0.90	)
Loss per share from discontinued operations, basic and diluted	—			(0.02		)	(0.02		)	(0.02		)
Loss per share, basic and diluted	$	(0.37	)	$	(0.29	)	$	(0.57	)	$	(0.92	)

Year ended December 31, 2013
Revenue	$	181,020		$	172,323		$	190,631		$	225,484
Gross profit	$	55,987		$	57,775		$	61,655		$	68,196
Loss from continuing operations, before income taxes	$	(8,538	)	$	(9,150	)	$	(23,769	)	$	(13,011	)
Net income (loss) from discontinued operations, net of income taxes	$	235		$	416		$	(10,331	)	$	(2,983	)
Net loss	$	(8,128	)	$	(8,880	)	$	(34,087	)	$	(18,559	)

Loss per share from continuing operations, basic and diluted	$	(0.15	)	$	(0.14	)	$	(0.37	)	$	(0.23	)
Income (loss) per share from discontinued operations, basic and diluted	0.01			—			(0.16		)	(0.04		)
Loss per share, basic and diluted	$	(0.14	)	$	(0.14	)	$	(0.53	)	$	(0.27	)

With the sale of the Home Health Services segment on March 31, 2014 (see Note 5 - Discontinued Operations), all prior period financial statements have been reclassified to include the Home Health Services segment as discontinued operations. In addition, the Company decided in the second quarter of 2014 to cease the material portion of its Home Health operations at the one location excluded from the Stock Purchase Agreement, as amended. As a result, the Unaudited Consolidated Statements of Operations previously reported by the Company as of March 31, 2014 have been reclassified to include this Home Health location in discontinued operations. The effect of this reclassification reduced total revenue by $0.4 million to $239.3 million and reduced loss from continuing operations, net of income taxes by $0.2 million to $25.3 million for the three months ended March 31, 2014. The reclassification had no effect on previously reported net loss or net loss per common share for the three months ended March 31, 2014.

Company recognized a partial extinguishment of debt and wrote off approximately $2.4 million f deferred financing costs during the three months ended December 31, 2014. The expense related to early repayment of the Senior Credit Facilities from the net proceeds of the sale of the Home Health Business on March 31, 2014. The Company also recognized $1.1 million of income tax expense during the three months ended December 31, 2014 that related to prior years. The tax adjustment was related to estimated state tax rates applied the years ended December 31, 2010 through 2013. The effect of the adjustments was not material to prior and current periods.

SUBSEQUENT EVENTS	12 Months Ended
SUBSEQUENT EVENTS	Dec. 31, 2014
Subsequent Events [Abstract]
Subsequent Events	SUBSEQUENT EVENTS Third Amendment to Senior Credit Facilities On March 1, 2015, the Company entered into the Third Amendment to the Senior Credit Facilities, which establishes an alternate leverage test for the fiscal quarters ending March 31, 2015 through and including March 31, 2016. The maximum net leverage ratio for these quarters is consistent with that in effect for the prior four fiscal quarters. The amendment eliminated the need to meet progressively lower leverage ratio requirements at each quarter end date for the next four quarters. The amendment also reduces the Revolver Covenant Triggering Event from 25% of the Aggregate Revolving Commitment Amount to 5% of the Aggregate Revolving Commitment Amount beginning with the quarter ended June 30, 2015 and provides for certain additional financial reporting.

Schedule II -- Valuation and Qualifying Accounts

12 Months Ended

Dec. 31, 2014

Valuation and Qualifying Accounts [Abstract]

Schedule II -- Valuation and Qualifying Accounts

Bioscrip, Inc. and Subsidiaries

Schedule II-- Valuation and Qualifying Accounts

(in thousands)



	Balance at Beginning of Period		Write-Off of Receivables			Charged to Costs and Expenses		Balance at End of Period
Year ended December 31, 2012
Allowance for doubtful accounts	$	21,272	$	(13,349	)	$	13,201	$	21,124
Year ended December 31, 2013
Allowance for doubtful accounts	$	21,124	$	(22,913	)	$	19,625	$	17,836
Year ended December 31, 2014
Allowance for doubtful accounts	$	17,836	$	(30,910	)	$	79,574	$	66,500

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

12 Months Ended

Dec. 31, 2014

Accounting Policies [Abstract]

Consolidation

Use of Estimates

Fair Value Measurements


•	Level 1 - Inputs to the fair value measurement are quoted prices in active markets for identical assets or liabilities.


•	Level 2 - Inputs to the fair value measurement include quoted prices in active markets for similar assets or liabilities, quoted prices for identical or similar assets or liabilities in markets that are not active, and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly.


•	Level 3 - Inputs to the fair value measurement are unobservable inputs or valuation techniques.

Cash and Cash Equivalents

Highly liquid investments with a maturity of three months or less when purchased are classified as cash equivalents.

Receivables

Allowance for Doubtful Accounts

Allowance for Contractual Discounts

Inventory

Property and Equipment

Property and equipment is stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of assets as follows:



Asset	Useful Life
Computer hardware and software	3	years	-	5	years
Office equipment				5	years
Vehicles	4	years	-	5	years
Medical equipment	13	months	-	5	years
Furniture and fixtures				5	years

Goodwill

Intangible Assets

Impairment of Long Lived Assets

Variable Interest Entity

Amounts due to Plan Sponsors

Contingent Consideration

Financial Instruments

Accounting for Stock-Based Compensation

Recent Accounting Pronouncements

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)

12 Months Ended

Dec. 31, 2014

Accounting Policies [Abstract]

Aging of net accounts receivable



	December 31, 2014				December 31, 2013
	0 - 180 days	Over 180 days	Total		0 - 180 days	Over 180 days	Total
Government	25,812	13,036	38,848		27,622	7,864	35,486
Commercial	117,699	35,302	153,001		122,661	26,975	149,636
Patient	4,899	10,562	15,461		2,792	2,110	4,902
Gross accounts receivable	148,410	58,900	207,310		153,075	36,949	190,024
Allowance for doubtful accounts			(66,500	)			(17,836	)
Net accounts receivable			140,810				172,188

Estimated useful lives of assets

Property and equipment is stated at cost less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of assets as follows:



Asset	Useful Life
Computer hardware and software	3	years	-	5	years
Office equipment				5	years
Vehicles	4	years	-	5	years
Medical equipment	13	months	-	5	years
Furniture and fixtures				5	years

Computation of basic and diluted income (loss) per common share

The following table sets forth the computation of basic and diluted income (loss) per common share (in thousands, except for per share amounts):



	Year Ended December 31,
	2014			2013			2012
Numerator:
Loss from continuing operations, net of income taxes	$	(143,382	)	$	(56,991	)	$	(12,275	)
Income from discontinued operations, net of income taxes	(4,086		)	(12,663		)	76,982
Net income (loss)	$	(147,468	)	$	(69,654	)	$	64,707
Denominator - Basic and Diluted:
Weighted average number of common shares outstanding	68,476			64,560			56,239
Earnings Per Common Share:
Loss from continuing operations, basic and diluted	$	(2.09	)	$	(0.89	)	$	(0.22	)
Income (loss) from discontinued operations, basic and diluted	(0.06		)	(0.19		)	1.37
Income (loss) per common share, basic and diluted	$	(2.15	)	$	(1.08	)	$	1.15

ACQUISITIONS (Tables)

12 Months Ended

Dec. 31, 2014

NATURE OF BUSINESS (Details)	12 Months Ended
NATURE OF BUSINESS (Details)	Dec. 31, 2014 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of operating segments	2
Number of reportable segments	2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Cash and Cash Equivalents (Details)	12 Months Ended
	Dec. 31, 2014
Accounting Policies [Abstract]
Maximum maturity for cash and cash equivalents (in months)	3 months

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Allowance for Doubtful Accounts (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Dec. 31, 2014 USD ($)	Dec. 31, 2014 USD ($) Market System accounts_receivable	Dec. 31, 2013 USD ($)	Dec. 31, 2012 USD ($)
Change in Estimate of the Collectability of Accounts Receivable
Number of large markets in which facilities were merged \| Market		7
Number of legacy billing systems converted \| System		5
Adjustments to reserve		$ 79,574	$ 19,625	$ 13,201
Number of primary overall types of accounts receivable \| accounts_receivable		3
Gross accounts receivable	$ 207,310	$ 207,310	190,024
Allowance for doubtful accounts	(66,500)	(66,500)	(17,836)
Net accounts receivable	140,810	140,810	172,188
0-180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	148,410	148,410	153,075
Over 180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	58,900	$ 58,900	36,949
Nine To Twelve Months
Change in Estimate of the Collectability of Accounts Receivable
Accounts receivable reserved (as a percent)		80.00%
Over One Year
Change in Estimate of the Collectability of Accounts Receivable
Accounts receivable reserved (as a percent)		100.00%
Government
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	38,848	$ 38,848	35,486
Government \| 0-180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	25,812	25,812	27,622
Government \| Over 180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	13,036	13,036	7,864
Commercial Customer
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	153,001	153,001	149,636
Commercial Customer \| 0-180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	117,699	117,699	122,661
Commercial Customer \| Over 180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	35,302	35,302	26,975
Patient
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	15,461	15,461	4,902
Patient \| 0-180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	4,899	4,899	2,792
Patient \| Over 180 Days
Change in Estimate of the Collectability of Accounts Receivable
Gross accounts receivable	10,562	10,562	$ 2,110
Infusion Services \| Uncollectible Receivables
Change in Estimate of the Collectability of Accounts Receivable
Adjustments to reserve	31,700	60,400
Infusion Services \| Allowance for Doubtful Accounts \| Uncollectible Receivables
Change in Estimate of the Collectability of Accounts Receivable
Adjustments to reserve	32,300	55,400
Infusion Services \| Contractual Adjustment Reserves \| Uncollectible Receivables
Change in Estimate of the Collectability of Accounts Receivable
Adjustments to reserve	$ 600	$ 5,000

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2014
Computer hardware and software \| Minimum
Property and Equipment
Useful Life	3 years
Computer hardware and software \| Maximum
Property and Equipment
Useful Life	5 years
Office equipment
Property and Equipment
Useful Life	5 years
Vehicles \| Minimum
Property and Equipment
Useful Life	4 years
Vehicles \| Maximum
Property and Equipment
Useful Life	5 years
Medical equipment \| Minimum
Property and Equipment
Useful Life	13 months
Medical equipment \| Maximum
Property and Equipment
Useful Life	5 years
Furniture and fixtures
Property and Equipment
Useful Life	5 years

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Variable Interest Entity (Details) - Variable Interest Entity, Not Primary Beneficiary - USD ($) $ in Millions	Apr. 19, 2013	Dec. 31, 2014
Variable Interest Entity
Cash payments from sale of affiliate equity investment	$ 8.5
Amount held in escrow pending working capital adjustments	$ 1.1
Time period after close to receive additional services or cash	2 years
Prepaid expenses and other current assets
Variable Interest Entity
Receivable for additional services or cash		$ 2.4

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition (Details)	12 Months Ended
	Dec. 31, 2014
Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Revenue recognition period for Medicare Prospective Payment System program	60 days

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Accounting for Stock-Based Compensation (Details)	Dec. 31, 2014 stock_compensation_plan
Accounting Policies [Abstract]
Number of stock-based employee compensation plans	2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Income (Loss) per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2014	Sep. 30, 2014	Jun. 30, 2014	Mar. 31, 2014	Dec. 31, 2013	Sep. 30, 2013	Jun. 30, 2013	Mar. 31, 2013	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Mar. 31, 2010
Numerator:
Loss from continuing operations, net of income taxes									$ (143,382)	$ (56,991)	$ (12,275)
Income (loss) from discontinued operations, net of income taxes	$ (1,686)	$ (1,135)	$ (1,207)	$ (58)	$ (2,983)	$ (10,331)	$ 416	$ 235	(4,086)	(12,663)	76,982
Net income (loss)	$ (63,626)	$ (38,710)	$ (19,818)	$ (25,314)	$ (18,559)	$ (34,087)	$ (8,880)	$ (8,128)	$ (147,468)	$ (69,654)	$ 64,707
Denominator - Basic and Diluted:
Weighted average common shares outstanding									68,476	64,560	56,239
Earnings Per Common Share:
Loss from continuing operations, basic and diluted	$ (0.90)	$ (0.55)	$ (0.27)	$ (0.37)	$ (0.23)	$ (0.37)	$ (0.14)	$ (0.15)	$ (2.09)	$ (0.89)	$ (0.22)
Income (loss) from discontinued operations, basic and diluted	(0.02)	(0.02)	(0.02)	0.00	(0.04)	(0.16)	0.00	0.01	(0.06)	(0.19)	1.37
Income (loss), basic and diluted	(0.92)	$ (0.57)	$ (0.29)	$ (0.37)	$ (0.27)	$ (0.53)	$ (0.14)	$ (0.14)	$ (2.15)	$ (1.08)	$ 1.15
Exercise price												$ 10.00
Warrants
Earnings Per Common Share:
Antidilutive securities excluded from computation of earnings per common share									3,100	3,100	3,400
Exercise price	$ 10.00								$ 10.00
Other common stock equivalents
Earnings Per Common Share:
Antidilutive securities excluded from computation of earnings per common share									7,000	6,100	5,000

STOCKHOLDERS' EQUITY (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended	12 Months Ended
	Apr. 24, 2013	Mar. 31, 2010	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Stock Offering
Common stock issued in primary public offering (in shares)	10,406,250
Common stock offering price (in dollars per share)	$ 12
Common stock issued in secondary offering (in shares)	3,968,750
Net proceeds of public stock offering	$ 118,400		$ 0	$ 118,382	$ 0
Net proceeds used to repay credit facility	21,000		$ 279,703	$ 409,559	$ 1,307,872
Net proceeds used to fund portion of CarePoint acquisition	$ 61,100
Treasury Stock
Treasury stock surrendered to satisfy tax withholding obligations (in shares)			54,579		25,999
Treasury stock held (in shares)			2,637,099	2,582,520
Treasury stock acquired (in shares)				0
Treasury stock issued (in shares)			0	0
Common Stock Purchase Warrants
Warrants issued (in shares)		3,400,000
Warrants, exercise term (in years)		5 years
Warrants, exercise price (in dollars per share)		$ 10.00
Percentage below fair value trigger to increase in common stock issued upon exercise of warrants (as a percent)		90.00%
Warrants Exercised			0
Warrants outstanding (in shares)			3,100,000
Warrants
Common Stock Purchase Warrants
Common stock issued pursuant to exercise of warrants (in shares)				78,567
Warrants exercised in cashless exercise (in shares)				256,175
Warrants, fair value		$ 12,300
Fair value assumptions, volatility (as a percent)		62.00%
Fair value assumptions, risk free interest rate (as a percent)		2.63%
Fair value assumptions, dividend yield (as a percent)		0.00%
Fair value assumptions, expected term (in years)		5 years
Fair value assumptions, discount for lack of marketability (as a percent)		13.50%

DISCONTINUED OPERATIONS (Details)					3 Months Ended	12 Months Ended
DISCONTINUED OPERATIONS (Details)	Mar. 31, 2014 USD ($)	Dec. 23, 2013 USD ($)	May 04, 2012 USD ($)	Feb. 01, 2012 USD ($) mail_service_centers location	Mar. 31, 2014 USD ($)	Dec. 31, 2014 USD ($)	Dec. 31, 2013 USD ($)	Dec. 31, 2012 USD ($)	Dec. 31, 2014 USD ($)	Mar. 31, 2014 USD ($) location	Dec. 31, 2013 USD ($)
Carrying Value of Net Assets
Total current assets									$ 0		$ 15,316,000
Current liabilities of discontinued operations									0		6,576,000
Non-current liabilities of discontinued operations									0		6,153,000
Operating Results Included in Discontinued Operations
Bad debt expense						$ 79,574,000	$ 19,625,000	$ 13,201,000
Interest (income) expense						0	41,000	(761,000)
Impairment of assets							0
Exjade Settlement
Carrying Value of Net Assets
Legal settlement amount		$ 15,000,000				15,000,000
Disposal Group, Including Discontinued Operations, Reconciliation of Accrued Liability included in Calculation of Gain on Disposal [Roll Forward]
Cash payments						(3,014,000)
Home Health Services
Carrying Value of Net Assets
Net accounts receivable										$ 12,597,000
Prepaid expenses and other current assets										242,000
Total current assets										12,839,000
Property and equipment, net										402,000
Goodwill										33,784,000	33,800,000
Intangible assets										15,400,000
Other non-current assets										28,000
Total assets										62,453,000
Accounts payable										673,000
Amounts due to plan sponsors										229,000
Accrued expenses and other current liabilities										3,008,000
Total liabilities	$ 3,910,000				$ 3,910,000					3,910,000
Net assets										$ 58,543,000
Operating Results Included in Discontinued Operations
Revenue						18,551,000	72,737,000	69,190,000
Gross profit						6,918,000	28,201,000	29,058,000
Selling, general and administrative expenses						8,219,000	23,464,000	21,612,000
Bad debt expense						902,000	1,338,000	834,000
Income (loss) from operations						(2,203,000)	3,399,000	6,612,000
Gain on sale before income taxes					2,100,000	2,067,000	0	0
Financial advisor fee and legal expenses						(2,875,000)	0	0
Impairment of assets						(452,000)	0	0
Other costs and expenses						(47,000)	1,000	1,000
Income (loss) before income taxes						(3,510,000)	3,400,000	6,613,000
Income tax expense (benefit)						(4,257,000)	15,000	2,678,000
Income from discontinued operations, net of income taxes						747,000	3,385,000	3,935,000
Disposal Group, Including Discontinued Operations, Reconciliation of Accrued Liability included in Calculation of Gain on Disposal [Roll Forward]
Balance at December 31,	3,910,000				3,910,000
Pharmacy Services Asset Sale
Discontinued Operations
Total consideration				$ 173,800,000
Number of community pharmacy locations sold \| location				27
Number of community pharmacy locations in which certain assets were sold \| location				3
Number of traditional and specialty mail services operations sold \| mail_service_centers				3
Carrying Value of Net Assets
Net accounts receivable											0
Inventory			$ 30,560,000
Prepaid expenses and other current assets			299,000
Total current assets			30,859,000
Property and equipment, net			1,592,000
Goodwill			11,754,000
Intangible assets			2,503,000
Total assets			46,708,000
Total liabilities					16,287,000	16,287,000	134,000	134,000	12,998,000		16,287,000
Payment to cease being sole fulfillment pharmacy			3,000,000
Increase in contingent consideration			$ 2,900,000
Current liabilities of discontinued operations									7,000,000
Non-current liabilities of discontinued operations									6,000,000
Operating Results Included in Discontinued Operations
Gross profit						(439,000)	(519,000)	29,844,000
Selling, general and administrative expenses						3,995,000	7,118,000	38,612,000
Bad debt expense						0	0	12,931,000
Interest (income) expense						403,000	(41,000)	761,000
Gain on sale before income taxes				$ 108,200,000		4,000	6,548,000	101,624,000
Impairment of assets								(5,800,000)
Income tax expense (benefit)						0	0	6,117,000
Income from discontinued operations, net of income taxes						(4,833,000)	(16,048,000)	73,047,000
Disposal Group, Including Discontinued Operations, Reconciliation of Accrued Liability included in Calculation of Gain on Disposal [Roll Forward]
Balance at December 31,					16,287,000	16,287,000	134,000
Expenses						4,913,000	22,596,000
Cash payments						(8,121,000)	(6,364,000)
Non-cash charges						(81,000)	(79,000)
Balance at December 31,						12,998,000	16,287,000	134,000
Pharmacy Services Asset Sale \| Employee Severance
Carrying Value of Net Assets
Total liabilities					92,000	92,000	45,000	45,000	0		92,000
Disposal Group, Including Discontinued Operations, Reconciliation of Accrued Liability included in Calculation of Gain on Disposal [Roll Forward]
Balance at December 31,					92,000	92,000	45,000
Expenses						0	186,000
Cash payments						(92,000)	(103,000)
Non-cash charges						0	(36,000)
Balance at December 31,						0	92,000	45,000
Pharmacy Services Asset Sale \| Other Restructuring Costs
Carrying Value of Net Assets
Total liabilities					1,195,000	1,195,000	89,000	89,000	609,000		1,195,000
Disposal Group, Including Discontinued Operations, Reconciliation of Accrued Liability included in Calculation of Gain on Disposal [Roll Forward]
Balance at December 31,					1,195,000	1,195,000	89,000
Expenses						4,510,000	7,410,000
Cash payments						(5,015,000)	(6,261,000)
Non-cash charges						(81,000)	(43,000)
Balance at December 31,						609,000	1,195,000	89,000
Pharmacy Services Asset Sale \| Exjade Settlement
Carrying Value of Net Assets
Total liabilities					15,000,000	15,000,000	0	0	$ 12,389,000		$ 15,000,000
Legal settlement amount							15,000,000
Disposal Group, Including Discontinued Operations, Reconciliation of Accrued Liability included in Calculation of Gain on Disposal [Roll Forward]
Balance at December 31,					$ 15,000,000	15,000,000	0
Expenses						403,000	15,000,000
Cash payments							0
Non-cash charges						0	0
Balance at December 31,						$ 12,389,000	$ 15,000,000	$ 0
Amendment No. 1 \| Home Health Services
Discontinued Operations
Number of locations excluded from the sale \| location										1
Reduction in total consideration										$ 500,000
Total consideration										$ 59,500,000
Additional payment received	1,100,000
Final Purchase Price received	$ 60,600,000

DISCONTINUED OPERATIONS DISCONTINUED OPERATIONS Summary of Operating Results (Details) - USD ($) $ in Thousands		12 Months Ended
	Feb. 01, 2012	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Discontinued Operations
Bad debt expense		$ 79,574	$ 19,625	$ 13,201
Interest (income) expense		0	(41)	761
Pharmacy Services Asset Sale
Discontinued Operations
Revenue		0	(75)	466,747
Gross profit		(439)	(519)	29,844
Selling, general and administrative expenses		3,995	7,118	38,612
Legal settlement expense		0	15,000	0
Bad debt expense		0	0	12,931
Interest (income) expense		(403)	41	(761)
Gain on sale before income taxes	$ 108,200	4	6,548	101,624
Income tax expense (benefit)		0	0	6,117
Income from discontinued operations, net of income taxes		$ (4,833)	$ (16,048)	$ 73,047

GOODWILL AND INTANGIBLE ASSETS Schedule of Future Amortization (Details) - USD ($) $ in Thousands	Dec. 31, 2014	Dec. 31, 2013
Goodwill and Intangible Assets Disclosure [Abstract]
2015	$ 5,142
2016	3,078
2017	1,983
2018	66
2019	0
Thereafter	0
Total estimated amortization expense	$ 10,269	$ 16,824

DEBT (Details) - USD ($)					3 Months Ended	12 Months Ended
DEBT (Details) - USD ($)	Feb. 11, 2014	Jan. 31, 2014	Dec. 23, 2013	Jul. 31, 2013	Dec. 31, 2014	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012	Mar. 31, 2014	Aug. 19, 2013	Jun. 03, 2013	Jul. 03, 2012	Mar. 25, 2010
Debt Instrument
Long-term Debt					$ 422,757,000	$ 422,757,000
Total Debt					423,803,000	423,803,000	$ 435,579,000
Current portion of long-term debt					5,395,000	5,395,000	60,257,000
Long-term debt, net of current portion					418,408,000	418,408,000	375,322,000
2015 Note redemption premium						0	12,162,000
Write-off of deferred financing costs					2,373,000	2,373,000	3,501,000
Legal fees and other expenses						0	235,000
Loss on extinguishment of debt						2,373,000	15,898,000	$ 0
2015					0	0
2016					0	0
2017					0	0
2018					0	0
2019					0	0
Thereafter					$ 422,757,000	422,757,000
Amortization of deferred financing costs						3,691,000	2,259,000	1,261,000
Amortization of debt discount						462,000	0	0
Expense allocated to discontinued operations						0	41,000	(761,000)
Other, net						(189,000)	(13,000)	(170,000)
Interest expense, net						$ 38,539,000	$ 28,198,000	26,068,000
Line of Credit Facility, Interest Rate During Period						8.55%	5.43%
Home Health Services
Debt Instrument
Disposal Group, Including Discontinued Operation, Proceeds									$ 54,200,000
Civil Action
Debt Instrument
Legal settlement amount			$ 15,000,000			$ 15,000,000
Prior Revolving Credit Facility
Debt Instrument
Debt Instrument, Description of Variable Rate Basis						LIBOR
Debt Instrument, Basis Spread on Variable Rate						3.50%
Interest Expense, Debt						$ 0	$ 765,000	2,675,000
Senior Unsecured 10 1/4% Notes
Debt Instrument
Debt Instrument, Face Amount											$ 225,000,000
Debt Instrument, Interest Rate, Stated Percentage					10.25%	10.25%
Repayments of Long-term Debt				$ 133,300,000
Debt Instrument, Redemption Amount for Each Thousand Dollars of Principal										$ 1,051.25	1,056.25
Debt Instrument, Principal Base Amount Offered to be Redeemed											$ 1,000.00
Debt Instrument, Percentage of Aggregate Principal, Consents Received to Amend Note Provisions				56.10%
Repayments of Interest on Long Term Debt				$ 4,300,000
Deposit Assets				107,800,000
Interest Expense, Debt						$ 0	$ 13,960,000	$ 23,063,000
Senior Unsecured 10 1/4% Notes \| Unsecured Debt
Debt Instrument
Debt Instrument, Interest Rate, Stated Percentage					10.25%	10.25%	10.25%	10.25%					10.25%
Senior Secured Revolving Credit Facility
Debt Instrument
Long-term Debt					$ 5,000,000	$ 5,000,000
Line of Credit Facility, Maximum Borrowing Capacity				75,000,000
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage						0.50%
Borrowing capacity threshold for leverage covenants (as a percent)						25.00%
Line of Credit Facility, Remaining Borrowing Capacity					$ 70,000,000	$ 70,000,000
Repayments of Short-term Debt	$ 59,300,000					$ 17,200,000
Debt Instrument, Interest Rate, Effective Percentage					7.50%	7.50%
Interest Expense, Debt						$ 1,829,000	$ 873,000	$ 0
Senior Secured Revolving Credit Facility \| Senior Credit Facilities
Debt Instrument
Long-term Debt							40,003,000
Term Loan B Facility
Debt Instrument
Debt Instrument, Face Amount				250,000,000
Capital Lease Obligations
Debt Instrument
Capital Lease Obligations					$ 584,000	$ 584,000	576,000
Senior Credit Facilities
Debt Instrument
Debt Instrument, Debt Default, Interest Rate, Penalty Increase						2.00%
Deferred Finance Costs, Net					21,900,000	$ 21,900,000
Senior Credit Facilities \| Eurodollar
Debt Instrument
Debt Instrument, Basis Spread on Variable Rate						5.25%
Debt Instrument, Basis Spread on Variable Rate, Minimum		5.25%
Senior Credit Facilities \| Base Rate
Debt Instrument
Debt Instrument, Basis Spread on Variable Rate						4.25%
Debt Instrument, Basis Spread on Variable Rate, Minimum		4.25%
Term Loan Facilities
Debt Instrument
Long-term Debt					$ 222,757,000	$ 222,757,000	$ 395,000,000
Interest rate base, minimum						1.25%
Line of Credit Facility, Periodic Payment, Principal							1.25%
Repayments of Short-term Debt						$ 37,000,000
Early Repayment of Senior Debt	135,200,000
Debt Instrument, Interest Rate, Effective Percentage					6.50%	6.50%
Repayments of Long-term Debt	135,200,000
Interest Expense, Debt						$ 16,820,000	$ 10,313,000	0
Delayed Draw Term Loan B Facility
Debt Instrument
Debt Instrument, Face Amount				$ 150,000,000
2021 Notes
Debt Instrument
Long-term Debt					$ 195,462,000	195,462,000	0
Debt Instrument, Face Amount	200,000,000.0
Proceeds from Issuance of Long-term Debt	$ 194,500,000
Debt Instrument, Interest Rate, Stated Percentage	8.875%
Debt Instrument, Unamortized Discount	$ 5,000,000
Debt Instrument Redemption Price Percentage Upon Change of Control	101.00%
Debt Instrument Exchange Offer Registration Statement Period	450 days
Debt Instrument Period To Complete Exchange Offer	30 days
Deferred Finance Costs, Net					$ 500,000	500,000
Interest Expense, Debt						$ 15,926,000	$ 0	$ 0
2021 Notes \| Redemption Period One
Debt Instrument
Debt Instrument Redemption Amount, Maximum	35.00%
Debt Instrument, Redemption Price, Percentage	108.875%
First Amendment \| Senior Credit Facilities
Debt Instrument
Payments of Debt Restructuring Costs			$ 500,000
Second Amendment \| Unsecured Debt
Debt Instrument
Debt Covenants, New Debt Permitted		$ 250,000,000.0
Debt Covenants, Percent of Proceeds Appropriated to Credit Facility		100.00%
Second Amendment \| Second Lien Debt
Debt Instrument
Debt Covenants, New Debt Permitted		$ 150,000,000.0
Second Amendment \| Senior Credit Facilities \| Eurodollar
Debt Instrument
Debt Instrument, Basis Spread on Variable Rate		6.00%
Debt Instrument, Basis Spread on Variable Rate, Minimum		5.25%
Second Amendment \| Senior Credit Facilities \| Base Rate
Debt Instrument
Debt Instrument, Basis Spread on Variable Rate		5.00%
Debt Instrument, Basis Spread on Variable Rate, Minimum		4.25%
Third Amendment \| Prior Revolving Credit Facility
Debt Instrument
Line of Credit Facility, Maximum Borrowing Capacity												$ 125,000,000.0

COMMITMENTS AND CONTINGENCIES Legal Proceedings (Details)		12 Months Ended
	Dec. 23, 2013 USD ($)	Dec. 31, 2014 USD ($) payments	Dec. 31, 2013 USD ($)	Apr. 04, 2014 USD ($)	Dec. 19, 2013 lawsuits
Civil Action
Legal Proceedings
Settlement amount for investigative and administrative costs and attorney's fees		$ 1,100,000
Legal settlement amount	$ 15,000,000	15,000,000
Cash payments related to Settlement Agreements		$ 3,014,000
Interest rate on annual payments		3.25%
Number of annual payments \| payments		3
Fees paid to Relator		$ 450,000
Securities Class Action Litigation
Legal Proceedings
Number of class action lawsuits consolidated \| lawsuits					2
Professional Home Care Services Litigation
Legal Proceedings
Accounts receivable used to offset settlement amount				$ 325,000
PBM Services Payment Delay
Legal Proceedings
Amount due from third party processor		6,800,000
Reserve provided for amounts due from third party processor		0
Pharmacy Services Asset Sale
Legal Proceedings
Cash payments related to Settlement Agreements		$ 8,121,000	$ 6,364,000
Pharmacy Services Asset Sale \| Civil Action
Legal Proceedings
Legal settlement amount			15,000,000
Cash payments related to Settlement Agreements			$ 0

COMMITMENTS AND CONTINGENCIES Purchase Commitments (Details) $ in Millions	Dec. 31, 2014 USD ($)
Commitments and Contingencies Disclosure [Abstract]
Commitments to purchase prescription drugs	$ 47.4

CONCENTRATION OF RISK (Details)	12 Months Ended
CONCENTRATION OF RISK (Details)	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Product Concentration Risk
Concentration Risk [Line Items]
Concentration of Risk, Percentage	17.00%	19.00%	22.00%
UnitedHealthcare [Member] \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration of Risk, Percentage	22.00%	22.00%	21.00%
Medicare [Member] \| Customer Concentration Risk
Concentration Risk [Line Items]
Concentration of Risk, Percentage	11.00%	11.00%	9.00%

INCOME TAXES (Details) - USD ($) $ in Thousands	12 Months Ended
INCOME TAXES (Details) - USD ($) $ in Thousands	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2012
Current
Federal	$ (886)	$ (866)	$ (6,095)
State	(41)	(1,412)	(990)
Total current	(927)	(2,278)	(7,085)
Deferred
Federal	9,951	4,424	97
State	2,367	377	(129)
Total deferred	12,318	4,801	(32)
Tax provision (benefit)	11,391	2,523	$ (7,117)
Deferred tax assets:
Reserves not currently deductible	28,424	9,785
Net operating loss carryforwards	65,097	39,265
Goodwill and intangibles (tax deductible)	8,499	7,556
Accrued expenses	38	0
Property basis differences	301	0
Stock based compensation	8,201	6,277
Other	610	417
Total deferred tax assets	111,170	63,300
Deferred tax liabilities:
Property basis differences	0	(496)
Accrued expenses	0	(679)
Indefinite-lived goodwill and intangibles	(21,272)	(9,969)
Less: valuation allowance	(111,170)	(61,110)
Net deferred tax liability	(21,272)	(8,954)
Less: Amount included in accrued expenses and other current liabilites	(2,214)	(2,019)
Deferred taxes	(19,058)	$ (6,935)
Federal
Deferred tax liabilities:
Net operating loss carryforwards	174,900
Net operating loss carryforwards subject to annual limitation	21,100
NOLs to be recorded in additional paid-in capital when realized	18,000
State
Deferred tax liabilities:
Net operating loss carryforwards	$ 245,700

STOCK-BASED COMPENSATION - Equity Plans and Stock Options (Narrative) (Details) - shares			12 Months Ended
	May 08, 2014	May 07, 2013	Dec. 31, 2014	May 06, 2013
Stock Option
Equity Incentive Plans
Grants approved			1,906,000
Restricted Stock
Equity Incentive Plans
Granted (in shares)			100,000
2008 Plan
Equity Incentive Plans
Additional shares authorized	2,500,000
Number of shares authorized (in shares)	9,355,000
Shares available for grant			1,874,672
BioScrip/CHS Plan
Equity Incentive Plans
Shares available for grant			0
Director \| 2008 Plan
Equity Incentive Plans
Additional shares authorized		300,000
Number of shares authorized (in shares)		800,000		500,000

STOCK-BASED COMPENSATION - Performance Units (Details) - Key Employees - Performance Shares	12 Months Ended
	Dec. 31, 2014 USD ($) shares
Equity Incentive Plans
Grants since inception of plan (in shares) \| shares	0
2008 Plan
Equity Incentive Plans
Maximum annual cash award \| $	$ 1,000,000.0

SUBSEQUENT EVENTS SUBSEQUENT EVENTS (Details) - Senior Secured Revolving Credit Facility - Quarters		12 Months Ended
	Mar. 01, 2015	Dec. 31, 2014
Subsequent Event
Borrowing capacity threshold for leverage covenants (as a percent)		25.00%
Subsequent Event \| Third Amendment
Subsequent Event
Maximum net leverage ratio is consistent with prior quarters, number	4
Term of the agreement (in quarters)	4
Borrowing capacity threshold for leverage covenants (as a percent)	5.00%