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Document and Entity Information - shares	6 Months Ended
Document and Entity Information - shares	Jun. 30, 2019	Jul. 29, 2019
Document Entity Information [Abstract]
Entity Registrant Name	BioScrip, Inc.
Entity Central Index Key	0001014739
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Type	10-Q
Document Period End Date	Jun. 30, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Amendment Flag	false
Entity Common Stock, Shares Outstanding		129,180,707
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Shell Company	false
Entity Current Reporting Status	Yes

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 14,390	$ 14,539
Restricted cash	4,322	4,321
Accounts receivable, net	118,081	114,864
Inventory	27,801	26,689
Prepaid expenses and other current assets	13,046	14,292
Total current assets	177,640	174,705
Property and equipment, net of accumulated depreciation of $76,282 and $100,851 as of June 30, 2019 and December 31, 2018, respectively	27,103	28,788
Goodwill	367,198	367,198
Deferred taxes	995	1,032
Intangible assets, net of accumulated amortization of $51,800 and $49,080 as of June 30, 2019 and December 31, 2018, respectively	7,351	10,470
Operating lease right-of-use assets	18,611	0
Other non-current assets	1,679	1,745
Total assets	600,577	583,938
Current liabilities
Current portion of long-term debt	5,879	3,179
Current portion of operating lease liabilities	5,335	0
Accounts payable	73,367	67,025
Amounts due to plan sponsors	573	956
Accrued interest	6,659	6,706
Accrued expenses and other current liabilities	24,352	29,450
Total current liabilities	116,165	107,316
Long-term debt, net of current portion	519,384	501,495
Operating lease liabilities, net of current portion	19,231	0
Other non-current liabilities	21,009	25,842
Total liabilities	675,789	634,653
Stockholders’ deficit
Preferred stock, $.0001 par value; 5,000,000 shares authorized; no shares issued and outstanding as of June 30, 2019 and December 31, 2018, respectively	0	0
Common stock, $.0001 par value; 250,000,000 shares authorized; 129,620,672 shares issued and 128,956,878 shares outstanding at June 30, 2019, and 128,391,456 shares issued and 128,077,651 shares outstanding as of December 31, 2018, respectively	13	13
Treasury stock, 663,794 and 313,805 shares outstanding, at cost, as of June 30, 2019 and December 31, 2018, respectively	(1,722)	(950)
Additional paid-in capital	614,335	618,137
Accumulated deficit	(787,152)	(761,204)
Total stockholders’ deficit	(174,526)	(144,004)
Total liabilities and stockholders’ deficit	600,577	583,938
Series A convertible preferred stock, $.0001 par value; 825,000 shares authorized; 21,630 shares issued and outstanding; and $3,452 and $3,264 liquidation preference as of June 30, 2019 and December 31, 2018, respectively
Current liabilities
Convertible preferred stock	3,442	3,231
Series C convertible preferred stock, $.0001 par value; 625,000 shares authorized; 614,177 shares issued and outstanding; and $100,184 and $94,706 liquidation preference as of June 30, 2019 and December 31, 2018, respectively
Current liabilities
Convertible preferred stock	$ 95,872	$ 90,058

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Property and equipment, accumulated depreciation	$ 76,282	$ 100,851
Intangible assets, accumulated amortization	$ 51,800	$ 49,080
Preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Preferred stock, shares authorized (in shares)	5,000,000	5,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	250,000,000	250,000,000
Common stock, shares, issued (in shares)	129,620,672	128,391,456
Common stock, shares, outstanding (in shares)	128,956,878	128,077,651
Treasury stock, at cost (in shares)	663,794	313,805
Series A Preferred Stock
Convertible preferred stock series, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock series, shares authorized (in shares)	825,000	825,000
Convertible preferred stock series, shares issued (in shares)	21,630	21,630
Convertible preferred stock series, shares outstanding (in shares)	21,630	21,630
Convertible preferred stock series, liquidation preference	$ 3,452	$ 3,264
Series C Preferred Stock
Convertible preferred stock series, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock series, shares authorized (in shares)	625,000	625,000
Convertible preferred stock series, shares issued (in shares)	614,177	614,177
Convertible preferred stock series, shares outstanding (in shares)	614,177	614,177
Convertible preferred stock series, liquidation preference	$ 100,184	$ 94,706

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Statement [Abstract]
Net revenue	$ 191,517	$ 175,789	$ 370,473	$ 344,373
Cost of revenue (excluding depreciation expense)	126,864	115,832	248,156	229,368
Gross profit	64,653	59,957	122,317	115,005
Operating expenses:
Service location operating expenses	38,428	38,861	78,615	78,160
General and administrative expenses	11,796	10,931	23,290	21,600
Depreciation and amortization expense	4,665	6,366	9,738	12,852
Restructuring, acquisition, integration, and other expenses	2,871	2,024	8,892	3,906
Total operating expenses	57,760	58,182	120,535	116,518
Operating income (loss)	6,893	1,775	1,782	(1,513)
Other expense:
Interest expense, net	15,638	13,805	30,869	27,200
Change in fair value of equity linked liabilities	5,216	3,064	(4,784)	(375)
Loss (gain) on dispositions	51	(13)	(25)	(318)
Total other expense	20,905	16,856	26,060	26,507
Loss from continuing operations before income taxes	(14,012)	(15,081)	(24,278)	(28,020)
Income tax expense	(154)	(43)	(170)	(91)
Loss from continuing operations	(14,166)	(15,124)	(24,448)	(28,111)
Loss from discontinued operations, net of income taxes	(1,500)	(15)	(1,500)	(45)
Net loss	(15,666)	(15,139)	(25,948)	(28,156)
Accrued dividends on preferred stock	(3,068)	(2,756)	(6,025)	(5,413)
Loss attributable to common stockholders	$ (18,734)	$ (17,895)	$ (31,973)	$ (33,569)
Basic loss per share:
Loss from continuing operations (in dollars per share)	$ (0.13)	$ (0.14)	$ (0.24)	$ (0.26)
Loss from discontinued operations (in dollars per share)	(0.01)	0.00	(0.01)	0.00
Basic loss per share (in dollars per share)	(0.14)	(0.14)	(0.25)	(0.26)
Diluted loss per share:
Loss from continuing operations (in dollars per share)	(0.13)	(0.14)	(0.27)	(0.26)
Loss from discontinued operations (in dollars per share)	(0.01)	0.00	(0.01)	0.00
Diluted loss per share (in dollars per share)	$ (0.14)	$ (0.14)	$ (0.28)	$ (0.26)
Weighted average number of common shares outstanding:
Basic (in shares)	128,779	128,038	128,446	127,906
Diluted (in shares)	128,779	128,038	130,499	130,158

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ DEFICIT - USD ($) $ in Thousands	Total	Preferred Stock	Common Stock	Treasury Stock	Additional Paid-in Capital	Accumulated Deficit
Equity, beginning balance at Dec. 31, 2017	$ (84,752)	$ 0	$ 13	$ (16)	$ 624,762	$ (709,511)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options, vesting of restricted stock and related tax withholdings	(297)			(338)	41
Accrued dividends on preferred stock	(2,657)				(2,657)
Stock-based compensation	511				511
Net loss	(13,017)					(13,017)
Equity, ending balance at Mar. 31, 2018	(100,212)	0	13	(354)	622,657	(722,528)
Equity, beginning balance at Dec. 31, 2017	(84,752)	0	13	(16)	624,762	(709,511)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(28,156)
Equity, ending balance at Jun. 30, 2018	(116,966)		13	(327)	621,015	(737,667)
Equity, beginning balance at Mar. 31, 2018	(100,212)	0	13	(354)	622,657	(722,528)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options, vesting of restricted stock and related tax withholdings	121			27	94
Accrued dividends on preferred stock	(2,756)				(2,756)
Stock-based compensation	1,020				1,020
Net loss	(15,139)					(15,139)
Equity, ending balance at Jun. 30, 2018	(116,966)		13	(327)	621,015	(737,667)
Equity, beginning balance at Dec. 31, 2018	(144,004)	0	13	(950)	618,137	(761,204)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options, vesting of restricted stock and related tax withholdings	(133)			(386)	253
Accrued dividends on preferred stock	(2,957)				(2,957)
Stock-based compensation	1,034				1,034
Net loss	(10,282)					(10,282)
Equity, ending balance at Mar. 31, 2019	(156,342)	0	13	(1,336)	616,467	(771,486)
Equity, beginning balance at Dec. 31, 2018	(144,004)	0	13	(950)	618,137	(761,204)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net loss	(25,948)
Equity, ending balance at Jun. 30, 2019	(174,526)	0	13	(1,722)	614,335	(787,152)
Equity, beginning balance at Mar. 31, 2019	(156,342)	0	13	(1,336)	616,467	(771,486)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options, vesting of restricted stock and related tax withholdings	(386)			(386)	0
Accrued dividends on preferred stock	(3,068)				(3,068)
Stock-based compensation	936				936
Net loss	(15,666)					(15,666)
Equity, ending balance at Jun. 30, 2019	$ (174,526)	$ 0	$ 13	$ (1,722)	$ 614,335	$ (787,152)

- Definition

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

+ References + Details

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Cash flows from operating activities:
Net loss	$ (25,948)	$ (28,156)
Less: Loss from discontinued operations, net of income taxes	(1,500)	(45)
Loss from continuing operations	(24,448)	(28,111)
Adjustments to reconcile net loss from continuing operations to net cash used in operating activities:
Depreciation and amortization	9,738	12,852
Amortization of operating lease right-of-use assets	2,456	0
Amortization of deferred financing costs and debt discount	4,064	4,071
Change in fair value of equity linked liabilities	4,784	(375)
Change in deferred income taxes	36	56
Stock-based compensation	2,160	1,809
Paid-in-kind interest capitalized as principal on Second Lien Note Facility	8,383	0
Gain on dispositions	(25)	(318)
Changes in assets and liabilities
Accounts receivable	(3,217)	(11,397)
Inventory	(1,112)	12,759
Prepaid expenses and other assets	1,401	10,054
Operating lease liabilities	(2,817)	0
Accounts payable	6,342	(16,702)
Amounts due to plan sponsors	(384)	(2,437)
Accrued interest	(46)	23
Accrued expenses and other liabilities	(11,238)	(2,566)
Net cash used in operating activities from continuing operations	(3,923)	(20,282)
Net cash used in operating activities from discontinued operations	0	(45)
Net cash used in operating activities	(3,923)	(20,327)
Cash flows from investing activities:
Purchases of property and equipment, net	(3,246)	(6,946)
Net cash used in investing activities	(3,246)	(6,946)
Cash flows from financing activities:
Borrowings on long-term debt, net of expenses	8,000	10,000
Repayments of finance leases	(460)	(1,185)
Net activity from exercises of employee stock awards	(519)	(179)
Net cash provided by financing activities	7,021	8,636
Net change in cash, cash equivalents and restricted cash	(148)	(18,637)
Cash, cash equivalents and restricted cash - beginning of period	18,860	44,407
Cash, cash equivalents and restricted cash - end of period	18,712	25,770
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for interest	18,544	23,146
Cash paid during the period for income taxes, net of refunds	0	51
NON-CASH INVESTING AND FINANCING ACTIVITIES:
Paid-in-kind interest capitalized as principal on Second Lien Note Facility	$ 8,383	$ 0

NATURE OF OPERATIONS AND PRESENTATION OF FINANCIAL STATEMENTS	6 Months Ended
	Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations and Presentation of Financial Statements	NATURE OF OPERATIONS AND PRESENTATION OF FINANCIAL STATEMENTS Corporate Organization and Business We are a national provider of infusion and home care management solutions with nearly 67 service locations around the U.S. We partner with physicians, hospital systems, payors, pharmaceutical manufacturers and skilled nursing facilities to provide patients access to post-acute care services. We operate 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, we aim 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. Option Care Enterprises, Inc. Merger Agreement On March 14, 2019 we entered into a definitive merger agreement with the shareholder of Option Care Enterprises, Inc. (“Option Care”), the nation’s largest independent provider of home and alternate treatment site infusion therapy services. Under the terms of the merger agreement, the Company will issue new shares of its common stock to the Option Care’s shareholder in a non-taxable exchange, which will result in BioScrip shareholders holding approximately 20% of the combined company. The shareholder of Option Care has secured committed financing, the proceeds of which will be used to retire the Company’s First Lien Note Facility, Second Lien Note Facility and 2021 Notes at the close of the transaction. Following the close of the transaction, the combined company common stock will continue to be listed on the Nasdaq Global Market. The transaction is currently expected to close in the third quarter of 2019. Basis of Presentation These Unaudited Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements, including the notes thereto, and other information included in the Annual Report on Form 10-K of BioScrip, Inc. and its wholly-owned subsidiaries (the “Company”) for the year ended December 31, 2018 (the “Annual Report”) filed with the U.S. Securities and Exchange Commission (“SEC”). These Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information, and the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The condensed consolidated balance sheet data as of December 31, 2018 was derived from audited financial statements, but does not include all disclosures required by GAAP. The information furnished in these Unaudited Condensed Consolidated Financial Statements reflects all adjustments, including normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. Operating results for the interim periods presented require management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes and are not necessarily indicative of the results that may be expected for the full year. Principles of Consolidation The Unaudited Condensed 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. Reclassifications Certain prior period financial statement amounts have been reclassified to conform to current period presentation. Additionally, certain amounts in the Unaudited Condensed Consolidated Statements of Operations have been reclassified to include the presentation of operating expenses and operating income (loss).

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Jun. 30, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Leases We have lease agreements for facilities, warehouses, office space, and property and equipment. We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets (“ROU assets”) and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property and equipment and long-term debt in our consolidated balance sheets. ROU assets and operating lease liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of unpaid lease payments. As the majority of our leases do not provide an implicit rate, we use our estimated incremental borrowing rate at the lease commencement date to determine the present value of unpaid lease payments. ROU assets represent our right to use underlying assets and are recorded as operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of ROU assets. Tenant incentives used to fund leasehold improvements are recognized when earned and reduce our right-of-use asset related to the lease. These are amortized through the right-of-use asset as reductions of expense over the lease term. Our leases typically contain rent escalations over the expected lease term. We recognize expense for these leases on a straight-line basis over the expected lease term. We review the terms of any renewal options to determine if it is reasonably certain that they will be exercised, however we generally conclude that our expected lease term is the minimum noncancellable period of the lease. We have lease agreements with both lease and non-lease components, which we elected to account for as single lease components for all asset classes. Leases with an initial term of 12 months or less are not recorded on the balance sheet and are expensed on a straight-line basis over the related lease term. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. Accounting Pronouncements Recently Adopted We adopted ASU 2016-02, Leases, on January 1, 2019. The standard requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future minimum lease payments, and a corresponding right-of-use asset on the balance sheet and disclosure of key information about leasing arrangements. We elected the optional transition method to apply the standard as of the effective date and therefore, we did not apply the standard to the comparative periods presented in our financial statements. We elected the transition package of three practical expedients permitted within the standard, which eliminates the requirement to reassess prior conclusions about lease identification, lease classification and initial direct costs. We did not elect the hindsight practical expedient, which permits the use of hindsight when determining lease term and impairment of right-of-use assets. Further, we elected a short-term lease exception policy, permitting us to not apply the recognition requirements of this standard to short-term leases (i.e. leases with terms of 12 months or less) and an accounting policy to account for lease and non-lease components as a single component for certain classes of assets. Adoption of the new standard resulted in the recording of operating lease liabilities and corresponding ROU assets of $25.9 million as of January 1, 2019. Additionally, existing net liabilities for prepayments or accrued lease payments, initial direct costs and lease incentives of $5.0 million were reclassified as an offset to the ROU assets on January 1, 2019, resulting in net initial ROU assets of $20.9 million. The standard did not materially impact our consolidated statements of operations or cash flows. We adopted ASU 2017-11—Earnings Per Share (Topic 260), Distinguishing Liabilities From Equity (Topic 480), and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features and II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception, on January 1, 2019. ASU 2017-11 eliminates the requirement that a down round feature precludes equity classification when assessing whether an instrument is indexed to an entity’s own stock. A freestanding equity-linked financial instrument no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. Recent Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13— Fair Value Measurement (Topic 820): Disclosure Framework— Changes to the Disclosure Requirements for Fair Value Measurements. ASU 2018-13 modifies fair value measurement disclosure requirements. The effective date for ASU 2018-13 is for annual and interim periods beginning after December 15, 2019. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s disclosures to the consolidated financial statements. In June 2016, the FASB issued ASU 2016-13—Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires measurement and recognition of expected credit losses for financial assets held. The amendments in ASU 2016-13 eliminate the probable threshold for initial recognition of a credit loss in current GAAP and reflect an entity’s current estimate of all expected credit losses. ASU 2016-13 is effective for interim and annual reporting periods beginning January 1, 2020, and is to be applied using a modified retrospective transition method. Earlier adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements.

NET REVENUE AND ACCOUNTS RECEIVABLE

6 Months Ended

Jun. 30, 2019

Revenue from Contract with Customer [Abstract]

Net Revenue and Accounts Receivable

NET REVENUE AND ACCOUNTS RECEIVABLE

The following table presents our disaggregated net revenue for each associated payor class (in thousands). Sales and usage-based taxes are excluded from net revenue.



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Commercial	$	174,461	$	152,251	$	324,156	$	292,792
Government	15,872		22,397		43,832		48,939
Patient	1,184		1,141		2,485		2,642
Total Net Revenue	$	191,517	$	175,789	$	370,473	$	344,373

Net Revenue Concentration

No single payor accounted for more than 10.0% of revenue during the three or six months ended June 30, 2019 or 2018.

Collectability of Accounts Receivable

The following table sets forth the aging of our net accounts receivable, aged based on date of service and categorized based on the three primary payor groups (in thousands):



	June 30, 2019						December 31, 2018
	0 - 180 days		Over 180 days		Total		0 - 180 days		Over 180 days		Total
Government	$	15,121	$	4,891	$	20,012	$	17,849	$	6,098	$	23,947
Commercial	74,369		13,862		88,231		67,288		14,740		82,028
Patient	4,313		5,525		9,838		2,092		6,797		8,889
Accounts receivable, net	$	93,803	$	24,278	$	118,081	$	87,229	$	27,635	$	114,864

LEASES

6 Months Ended

Jun. 30, 2019

Leases [Abstract]

Leases

LEASES

Operating lease costs of $1.8 million, including short-term leases, for the three months ended June 30, 2019 and $3.7 million for the six months ended June 30, 2019 are included in general and administrative expenses in the Condensed Consolidated Statements of Operations. Finance lease costs consisting of depreciation and amortization and interest were nominal during the three and six months ended June 30, 2019.



Lease term and discount rate		June 30, 2019
Weighted-average remaining lease term (years)
Operating leases		5.3
Weighted-average discount rate
Operating leases		10.97%



Supplemental cash flow information	Six Months Ended June 30, 2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	2,022
Financing cash flows from finance leases	$	460

We did not enter into any significant operating leases or finance leases during the six months ended June 30, 2019.



Maturities of lease liabilities
(in thousands)	Operating leases		Finance leases		Total
2019	$	3,932	$	538	$	4,470
2020	6,963		638		7,601
2021	6,100		—		6,100
2022	4,872		—		4,872
2023	3,592		—		3,592
After 2023	7,088		—		7,088
Total future minimum lease payments	32,547		1,176		$	33,723
Less: interest	7,981		44
Present value of lease liabilities	$	24,566	$	1,132

As of June 30, 2019, we had no significant additional operating or finance leases that had not yet commenced.

Prior to the adoption of ASU 2016-02, Leases, on January 1, 2019, maturities of lease liabilities included certain variable non-lease components, which are excluded from maturities of lease liabilities as of June 30, 2019. As previously disclosed in our 2018 Annual Report on Form 10-K, maturities of lease liabilities are as follows as of December 31, 2018:



Maturities of lease liabilities
(in thousands)	Operating leases		Finance leases		Total
2019	$	8,934	$	679	$	9,613
2020	7,143		311		7,454
2021	6,252		—		6,252
2022	4,797		—		4,797
2023	3,320		—		3,320
After 2023	7,470		—		7,470
Total future minimum lease payments	$	37,916	$	990	$	38,906

Leases

LEASES



Lease term and discount rate		June 30, 2019
Weighted-average remaining lease term (years)
Operating leases		5.3
Weighted-average discount rate
Operating leases		10.97%



Supplemental cash flow information	Six Months Ended June 30, 2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	2,022
Financing cash flows from finance leases	$	460

We did not enter into any significant operating leases or finance leases during the six months ended June 30, 2019.



Maturities of lease liabilities
(in thousands)	Operating leases		Finance leases		Total
2019	$	3,932	$	538	$	4,470
2020	6,963		638		7,601
2021	6,100		—		6,100
2022	4,872		—		4,872
2023	3,592		—		3,592
After 2023	7,088		—		7,088
Total future minimum lease payments	32,547		1,176		$	33,723
Less: interest	7,981		44
Present value of lease liabilities	$	24,566	$	1,132

As of June 30, 2019, we had no significant additional operating or finance leases that had not yet commenced.



Maturities of lease liabilities
(in thousands)	Operating leases		Finance leases		Total
2019	$	8,934	$	679	$	9,613
2020	7,143		311		7,454
2021	6,252		—		6,252
2022	4,797		—		4,797
2023	3,320		—		3,320
After 2023	7,470		—		7,470
Total future minimum lease payments	$	37,916	$	990	$	38,906

DEBT

6 Months Ended

Jun. 30, 2019

Debt Disclosure [Abstract]

Debt

DEBT

Debt consisted of the following (in thousands):



	June 30, 2019			December 31, 2018
First Lien Note Facility, net of unamortized discount	207,209			198,962
Second Lien Note Facility, net of unamortized discount	120,017			108,931
2021 Notes, net of unamortized discount	198,534			198,125
Finance leases	1,132			990
Less: Deferred financing costs	(1,629		)	(2,334		)
Total debt	525,263			504,674
Less: Current portion of long-term debt	(5,879		)	(3,179		)
Long-term debt, net of current portion	$	519,384		$	501,495

Debt Facilities

On June 29, 2017 (the “Closing Date”), the Company entered into (i) a first lien note purchase agreement (the “First Lien Note Facility”), among the Company, which is the issuer under the agreement, the financial institutions and note purchasers from time to time party to the agreement (the “First Lien Note Purchasers”), and Wells Fargo Bank, National Association, in its capacity as collateral agent for itself and the First Lien Note Purchasers (the “First Lien Collateral Agent”), pursuant to which the Company issued first lien senior secured notes in an aggregate principal amount of $200.0 million (the “First Lien Notes”); and (ii) a second lien note purchase agreement (the “Second Lien Note Facility” and, together with the First Lien Note Facility, the “Notes Facilities”) among the Company, which is the issuer under the agreement, the financial institutions and note purchasers from time to time party to the agreement (the “Second Lien Note Purchasers”), and Wells Fargo Bank, National Association, in its capacity as collateral agent for itself and the Second Lien Note Purchasers (the “Second Lien Collateral Agent” and, together with the First Lien Collateral Agent, the “Collateral Agent”), pursuant to which the Company (a) issued second lien senior secured notes in an aggregate initial principal amount of $100.0 million (the “Initial Second Lien Notes”) and (b) had the ability to draw upon the Second Lien Note Facility and issue second lien delayed draw senior secured notes, which was exercised on June 21, 2018, in an aggregate initial principal amount of $10.0 million, representing the maximum borrowings allowed on this facility (the “Second Lien Delayed Draw Notes” and, together with the Initial Second Lien Notes, the “Second Lien Notes”; the Second Lien Notes, together with the First Lien Notes, the “Notes”). Funds managed by Ares Management L.P. are acting as lead purchasers for the Notes Facilities.

The Company used the proceeds of the sale of the First Lien Notes and the Initial Second Lien Notes to repay in full all amounts outstanding under the Prior Credit Agreements and extinguished the liability. Each of the Prior Credit Agreements was terminated following such repayment. The Company used the remaining proceeds of $15.9 million, net of $0.2 million in issuance costs, from the Notes Facilities and the related private placement of the Company’s common stock for working capital and general corporate purposes.

The First Lien Notes accrue interest, payable monthly in arrears, at a floating rate or rates equal to, at the option of the Company, (i) the base rate (defined as the highest of the Federal Funds Rate plus 0.5% per annum, the Prime Rate as published by The Wall Street Journal and the one-month London Interbank Offered Rate (“LIBOR”) (subject to a 1.0% floor) plus 1.0%), or (ii) the one-month LIBOR rate (subject to a 1.0% floor), plus a margin of 6.0% if the base rate is selected or 7.0% if the LIBOR Option is selected. The First Lien Notes mature on August 15, 2020, provided that if the Company’s existing 8.875% Senior Notes due 2021 (the “2021 Notes”) are refinanced prior to August 15, 2020, then the scheduled maturity date of the First Lien Notes shall be June 30, 2022.

The First Lien Notes amortize in equal quarterly installments equal to 0.625% of the aggregate principal amount of the First Lien Note Facility, commencing on September 30, 2019, and on the last day of each third month thereafter, with the balance payable at maturity. The First Lien Notes are pre-payable at the Company’s option at specified premiums to the principal amount that will decline over the term of the First Lien Note Facility. If the First Lien Notes are prepaid prior to the second anniversary of the Closing Date, the Company will be required to pay a make-whole premium based on the present value (using a discount rate based on the specified treasury rate plus 50 basis points) of all remaining interest payments on the First Lien Notes being prepaid prior to the second anniversary of the Closing Date, plus 4.0% of the principal amount of First Lien Notes being prepaid. On or after the second anniversary of the Closing Date, the prepayment premium is 4.0%, which declines to 2.0% on or after the third anniversary of the Closing Date, and declines to 0.0% on or after the fourth anniversary of the Closing Date. At any time, the Company may pre-pay up to $50.0 million in aggregate principal amount of the First Lien Notes from internally generated cash without incurring any make-whole or prepayment premium. The occurrence of certain events of default may increase the applicable rate of interest by 2.0% and could result in the acceleration of the Company’s obligations under the First Lien Note Facility prior to stated maturity and an obligation of the Company to pay the full amount of its obligations under the First Lien Note Facility.

The First Lien Note Facility contains 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 and events constituting a change of control. In addition, the obligations under the First Lien Note Facility are guaranteed by joint and several guarantees from the Company’s subsidiaries.

In May 2019, the First Lien Note Facility was amended to allow for additional borrowings of up to $8.0 million under terms materially consistent with the existing agreement. The Company drew upon the agreement on May 7, 2019, in an aggregate initial principal amount of $8.0 million, representing the maximum borrowings allowed on this facility.

In connection with the First Lien Note Facility, the Company, its subsidiaries and the First Lien Collateral Agent entered into a First Lien Guaranty and Security Agreement, dated as of June 29, 2017 (the “First Lien Guaranty and Security Agreement”). Pursuant to the First Lien Guaranty and Security Agreement, the obligations under the First Lien Notes are secured by first priority liens on, and security interests in, substantially all of the assets of the Company and its subsidiaries.

The Second Lien Notes accrue interest, payable monthly in arrears, at a floating rate or rates equal to, at the option of the Company, (i) one-month LIBOR (subject to a 1.25% floor) plus 9.25% per annum in cash, (ii) one-month LIBOR (subject to a 1.25% floor) plus 11.25% per annum, which amount will be capitalized on each interest payment date, or (iii) one-month LIBOR (subject to a 1.25% floor) plus 10.25% per annum, of which one-half LIBOR plus 4.625% per annum will be payable in cash and one-half LIBOR plus 5.625% per annum will be capitalized on each interest payment date, provided that, in each case, if any permitted refinancing indebtedness with which the 2021 Notes are refinanced requires or permits the payment of cash interest, all of the interest on the Second Lien Notes shall be paid in cash. For the six months ended June 30, 2019, $8.4 million of interest was capitalized to the Second Lien Notes, increasing the principal amount to $126.2 million as of June 30, 2019. The Second Lien Notes mature on August 15, 2020, provided that if the 2021 Notes are refinanced prior to August 15, 2020, then the scheduled maturity date of the Second Lien Notes shall be June 30, 2022.

In connection with the Second Lien Note Facility, the Company also issued warrants (the “2017 Warrants”) to the purchasers of the Second Lien Notes pursuant to a Warrant Purchase Agreement dated as of June 29, 2017 (the “Warrant Purchase Agreement”). The 2017 Warrants entitle the purchasers of the Warrants to purchase shares of Common Stock, representing at the time of any exercise of the 2017 Warrants an equivalent number of shares equal to 4.99% of the Common Stock of the Company on a fully diluted basis, subject to the terms of the Warrant Agreement governing the Warrants, dated as of June 29, 2017 (the “Warrant Agreement”). The 2017 Warrants, considered a derivative and subject to remeasurement at each reporting period, are reflected in other non-current liabilities at a fair value of $20.5 million.

The Second Lien Notes are not subject to scheduled amortization installments. The Second Lien Notes are pre-payable at the Company’s option at specified premiums to the principal amount that will decline over the term of the Second Lien Note Facility. If the Second Lien Notes are prepaid prior to the third anniversary of the Closing Date, the Company will need to pay a make-whole premium based on the present value (using a discount rate based on the specified treasury rate plus 50 basis points) of all remaining interest payments on the Second Lien Notes being prepaid prior to the third anniversary of the Closing Date, plus 4.0% of the principal amount of Second Lien Notes being prepaid. On or after the third anniversary of the Closing Date, the prepayment premium is 4.0%, which declines to 2.0% on or after the fourth anniversary of the Closing Date, and declines to 0.0% on or after the fifth anniversary of the Closing Date. The occurrence of certain events of default may increase the applicable rate of interest by 2.0% and could result in the acceleration of the Company’s obligations under the Second Lien Note Facility prior to stated maturity and an obligation of the Company to pay the full amount of its obligations under the Second Lien Note Facility.

The Second Lien Note Facility contains 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 and events constituting a change of control. In addition, the obligations under the Second Lien Note Facility are guaranteed by joint and several guarantees from the Company’s subsidiaries.

In connection with the Second Lien Note Facility, the Company, its subsidiaries and the Second Lien Collateral Agent entered into a Second Lien Guaranty and Security Agreement, dated as of June 29, 2017 (the “Second Lien Guaranty and Security Agreement”). Pursuant to the Second Lien Guaranty and Security Agreement, the obligations under the Second Lien Notes are secured by second priority liens on, and security interests in, substantially all of the assets of the Company and its subsidies.

In connection with the First Lien Note Facility and the Second Lien Note Facility, the Company, the First Lien Collateral Agent and the Second Lien Collateral Agent, entered into an intercreditor agreement containing customary provisions to, among other things, subordinate the lien priority of the liens granted under the Second Lien Note Facility to the liens granted under the First Lien Note Facility.

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.

Interest on the 2021 Notes accrues at a fixed rate of 8.875% per annum and is payable in cash semi-annually on February 15 and August 15 of each year. 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. 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. As of June 30, 2019, the Company does not have any independent assets or operations, and as a result, its direct and indirect subsidiaries (other than minor subsidiaries), each being 100% owned by the Company, are fully and unconditionally, jointly and severally, providing guarantees on a senior unsecured basis to the 2021 Notes.

PREFERRED STOCK AND STOCKHOLDERS' DEFICIT

6 Months Ended

Jun. 30, 2019

Equity [Abstract]

Preferred Stock and Stockholders' Deficit

STOCKHOLDERS’ DEFICIT

Series A Preferred Stock

As of June 30, 2019, the carrying value of Series A Preferred Stock included accrued dividends at 11.5% and discount accretion from the date of issuance. Dividends and discount accretion totaled $0.2 million and $22 thousand, respectively, for the six months ended June 30, 2019 and were recorded as a reduction to additional paid-in capital. The following table sets forth the activity recorded during the six months ended June 30, 2019 related to the Series A Preferred Stock (in thousands):



Series A Preferred Stock carrying value at December 31, 2018	$	3,231
Dividends and discount accretion through June 30, 2019¹	211
Series A Preferred Stock carrying value at June 30, 2019	$	3,442

¹Dividends recorded reflect the increase in the Liquidation Preference associated with unpaid dividends.

Series C Preferred Stock

As of June 30, 2019, the carrying value of Series C Preferred Stock included accrued dividends at 11.5% and discount accretion from the date of issuance. Dividends and discount accretion totaled $5.5 million and $0.3 million, respectively, for the six months ended June 30, 2019 and were recorded as a reduction to additional paid-in capital. The following table sets forth the activity recorded during the six months ended June 30, 2019 related to the Series C Preferred Stock (in thousands):



Series C Preferred Stock carrying value at December 31, 2018	$	90,058
Dividends and discount accretion through June 30, 2019¹	5,814
Series C Preferred Stock carrying value at June 30, 2019	$	95,872

¹Dividends recorded reflect the increase in the Liquidation Preference associated with unpaid dividends.

As of June 30, 2019, the Liquidation Preference of the Series A Preferred Stock and Series C Preferred Stock was $3.5 million and $100.2 million, respectively.

2017 Warrants

In connection with the Second Lien Note Facility (as defined above), the Company issued the 2017 Warrants to the purchasers of the Second Lien Notes (as defined above) pursuant to a Warrant Purchase Agreement dated as of June 29, 2017 (the “Warrant Purchase Agreement”). The 2017 Warrants entitle the purchasers of the Warrants to purchase shares of Common Stock, representing at the time of any exercise of the 2017 Warrants an equivalent number of shares equal to 4.99% of the Common Stock of the Company on a fully diluted basis, subject to the terms of the Warrant Agreement governing the 2017 Warrants, dated as of June 29, 2017 (the “Warrant Agreement”); provided, however, the 2017 Warrants may not be converted to the extent that, after giving effect to such conversion, the holders of the 2017 Warrants would beneficially own, in the aggregate, in excess of (i) 19.99% of the shares of Common Stock outstanding as of June 29, 2017 (the “Closing Date”) minus (ii) the shares of Common Stock that were sold pursuant to the Second Quarter 2017 Private Placement (the “Conversion Cap”). The Conversion Cap will not apply to the 2017 Warrants if the Company obtains the approval of its stockholders for the removal of the Conversion Cap, which the Company is required to take certain steps to attempt to obtain, subject to the terms of the Warrant Agreement.

The 2017 Warrants have a 10-year term and an initial exercise price of $2.00 per share, and may be exercised by payment of the exercise price in cash or surrender of shares of Common Stock into which the 2017 Warrants are being converted in an aggregate amount sufficient to pay the exercise price. The exercise price and the number of shares that may be acquired upon exercise of the 2017 Warrants are subject to adjustment in certain situations, including price based anti-dilution protection whereby, subject to certain exceptions, if the Company later issues Common Stock or certain Common Stock Equivalents (as defined in the Warrant Agreement) at a price less than either the then-current market price per share or exercise price of the 2017 Warrants, then the exercise price will be decreased and the percentage of shares of Common Stock issuable upon exercise of the 2017 Warrants will remain the same, giving effect to such issuance. Additionally, the 2017 Warrants have standard anti-dilution protections if the Company effects a stock split, subdivision, reclassification or combination of its Common Stock or fixes a record date for the making of a dividend or distribution to stockholders of cash or certain assets. Upon the occurrence of certain business combinations, the 2017 Warrants will be converted into the right to acquire shares of stock or other securities or property (including cash) of the successor entity.

The 2017 Warrants are reflected as a liability in other non-current liabilities on the accompanying Unaudited Condensed Consolidated Balance Sheets and are adjusted to fair value at the end of each reporting period through an adjustment to earnings. The fair value of the 2017 Warrants was $20.5 million as of June 30, 2019. Fair value increases of $5.2 million and $3.1 million for three months ended June 30, 2019 and 2018, respectively, and fair value decreases of $(4.8) million and $(0.4) million for the six months ended June 30, 2019 and 2018, respectively, are presented as changes in fair value of equity linked liabilities on the accompanying Unaudited Condensed Consolidated Statements of Operations.

STOCK-BASED COMPENSATION AND EMPLOYEE BENEFIT PLANS	6 Months Ended
STOCK-BASED COMPENSATION AND EMPLOYEE BENEFIT PLANS	Jun. 30, 2019
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation and Employee Benefit Plans	STOCK-BASED COMPENSATION AND EMPLOYEE BENEFIT PLANS BioScrip Equity Incentive Plans Under the Company’s 2018 Equity Incentive Plan (the “2018 Plan”), approved at the annual meeting by the stockholders on May 3, 2018, the Company may issue, among other things, incentive stock options, non-qualified stock options, stock appreciation rights, restricted stock units, stock grants, and performance units to key employees and directors. The 2018 Plan is administered by the Company’s Management Development and Compensation Committee (the “Compensation Committee”), a standing committee of the Board of Directors. A total of 16,406,939 shares of Common Stock were initially authorized for issuance under the 2018 Plan, which included the shares that remained available under the 2008 Plan. No key employee in any calendar year will be granted more than 3,000,000 shares of Common Stock with respect to any combination of (i) Options to purchase shares of Common Stock, (ii) Stock Appreciation Rights (based on the appreciation with respect to shares of Common Stock); and (iii) Stock Grants and Restricted Stock Units that are intended to comply with the requirements of Section 162(m) of the Code. As of June 30, 2019, there were 13,199,877 shares of Common Stock available for future grant under the 2018 Plan. Stock Options The Company recognized compensation expense related to stock options of $0.2 million and $0.3 million during the three months ended June 30, 2019 and 2018, respectively, and $0.4 million and $0.6 million of compensation expense during the six months ended June 30, 2019 and 2018, respectively. Restricted Stock The Company recognized $0.8 million and $0.8 million of compensation expense related to restricted stock awards during the three months ended June 30, 2019 and 2018, respectively, and $1.6 million and $1.0 million of compensation expense during the six months ended June 30, 2019 and 2018, respectively. Employee Stock Purchase Plan On May 3, 2018, the Company’s stockholders approved an amendment to 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 quarterly offering period. As of June 30, 2019, there were 1,310,802 remaining shares available for issuance under the ESPP. In July 2019, 73,639 shares were issued to participants under this plan for elections made for the second quarter of 2019. During the three months and six months ended June 30, 2019 and 2018, the Company incurred nominal expense related to the ESPP.

LOSS PER SHARE

6 Months Ended

Jun. 30, 2019

Earnings Per Share [Abstract]

Loss Per Share

LOSS PER SHARE

The Company presents basic and diluted loss per share for its common stock, par value $0.0001 per share (“Common Stock”). Basic loss per share is calculated by dividing the net loss attributable to common stockholders of the Company by the weighted average number of shares of Common Stock outstanding during the period. Diluted loss per share is determined by adjusting the profit or loss attributable to stockholders and the weighted average number of shares of Common Stock outstanding adjusted for the effects of all dilutive potential common shares comprised of options granted, unvested restricted stock, stock appreciation rights, the 2017 Warrants and Series A and Series C Convertible Preferred Stock. Potential Common Stock equivalents that have been issued by the Company related to outstanding stock options, unvested restricted stock and warrants are determined using the treasury stock method, while potential common shares related to Series A and Series C Convertible Preferred Stock are determined using the “if converted” method.

The Company's Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”), and Series C Convertible Preferred Stock, par value $0.0001 per share (the “Series C Preferred Stock” and, together with the Series A Preferred Stock, the “Preferred Stock”), is considered a participating security, which means the security may participate in undistributed earnings with Common Stock. The holders of the Preferred Stock would be entitled to share in dividends, on an as-converted basis, if the holders of Common Stock were to receive dividends. The Company is required to use the two-class method when computing loss per share when it has a security that qualifies as a participating security. The two-class method is an earnings allocation formula that determines loss per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings. In determining the amount of net earnings to allocate to common stockholders, earnings are allocated to both common and participating securities based on their respective weighted-average shares outstanding during the period. Diluted loss per share for the Company’s Common Stock is computed using the more dilutive of the two-class method or the if-converted method.

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



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Numerator:
Loss from continuing operations	$	(14,166	)	$	(15,124	)	$	(24,448	)	$	(28,111	)
Loss from discontinued operations, net of income taxes	(1,500		)	(15		)	(1,500		)	(45		)
Net loss	$	(15,666	)	$	(15,139	)	$	(25,948	)	$	(28,156	)
Accrued dividends on preferred stock	(3,068		)	(2,756		)	(6,025		)	(5,413		)
Loss attributable to common stockholders, basic	$	(18,734	)	$	(17,895	)	$	(31,973	)	$	(33,569	)
Income effect of 2017 Warrants	—			—			(4,784		)	(375		)
Loss attributable to common stockholders, diluted	$	(18,734	)	$	(17,895	)	$	(36,757	)	$	(33,944	)

Denominator:
Weighted average number of common shares outstanding, basic	128,779			128,038			128,446			127,906
Dilutive effect of 2017 Warrants	—			—			2,053			2,252
Weighted average number of common shares outstanding, diluted	128,779			128,038			130,499			130,158

Basic loss per share:
Loss from continuing operations	$	(0.13	)	$	(0.14	)	$	(0.24	)	$	(0.26	)
Loss from discontinued operations	(0.01		)	—			(0.01		)	—
Basis loss per share	$	(0.14	)	$	(0.14	)	$	(0.25	)	$	(0.26	)

Diluted loss per share:
Loss from continuing operations	$	(0.13	)	$	(0.14	)	$	(0.27	)	$	(0.26	)
Loss from discontinued operations	(0.01		)	—			(0.01		)	—
Diluted loss per share	$	(0.14	)	$	(0.14	)	$	(0.28	)	$	(0.26	)

The loss attributable to common stockholders is used as the basis of determining whether the inclusion of common stock equivalents would be anti-dilutive. Accordingly, the computation of diluted shares for the three months ended June 30, 2019 and 2018 excludes the effect of shares that would be issued in connection with the March 2015 PIPE transaction and related rights offering, stock options, restricted stock awards and 2017 Warrants, as their inclusion would be anti-dilutive to loss attributable to common stockholders. The computation of diluted shares for the six months ended June 30, 2019 and 2018 excludes the effect of shares that would be issued in connection with the March 2015 PIPE transaction and related rights offering, stock options, and restricted stock awards, as their inclusion would be anti-dilutive to loss attributable to common stockholders.

INCOME TAXES

6 Months Ended

Jun. 30, 2019

Income Tax Disclosure [Abstract]

Income Taxes

INCOME TAXES

The federal and state income tax expense from continuing operations consisted of the following (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Current
Federal	$	—	$	—	$	—	$	—
State	123		18		134		35
Total current	123		18		134		35
Deferred
Federal	—		—		—		—
State	31		25		36		56
Total deferred	31		25		36		56
Total income tax expense	$	154	$	43	$	170	$	91

A reconciliation of the federal statutory rate to the effective income tax rate from continuing operations is as follows (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Tax benefit at statutory rate	$	(2,942	)	$	(3,155	)	$	(5,098	)	$	(5,884	)
State tax expense, net of federal taxes	154			43			170			91
Change in valuation allowance	1,941			2,484			4,890			5,903
Other	1,001			671			208			(19		)
Income tax expense	$	154		$	43		$	170		$	91

On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act of 2017 or U.S. Federal Tax Reform (the “Reform”). The enactment included broad tax changes that are applicable to BioScrip, Inc. Most notably, the Reform decreased the U.S. corporate income tax rate from a high of 35% to a flat 21% rate effective January 1, 2018. As a result, the Company has revalued its ending net deferred tax assets as of December 31, 2017. At June 30, 2019, the Company had Federal net operating loss carry forwards of approximately $441.7 million, of which $12.2 million is subject to an annual limitation, which will begin expiring in 2026 and later. The Company also has a carryforward of approximately $75.8 million related to the interest expense limitation, which is not subject to an expiration period. The Company has post-apportioned state net operating loss carry forwards of approximately $495.8 million, the majority of which will begin expiring in 2019 and later.

FAIR VALUE MEASURMENTS

6 Months Ended

Jun. 30, 2019

Fair Value Disclosures [Abstract]

FAIR VALUE MEASURMENTS

FAIR VALUE MEASUREMENTS

The estimated fair values of the Company’s financial instruments either recorded or disclosed on a recurring basis as of June 30, 2019 are as follows (in thousands):



Financial Instrument	Carrying Value as of June 30, 2019		Markets for Identical Item (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
First Lien Note Facility⁽¹⁾	$	207,209	$	—	$	—	$	215,536
Second Lien Note Facility ⁽¹⁾	120,017		—		—		132,092
2021 Notes ⁽²⁾	198,534		—		200,083		—
Total debt instruments	$	525,760	$	—	$	200,083	$	347,628

2017 Warrants⁽³⁾	$	20,547	$	—	$	20,547	$	—


(1)	The estimated fair values of the First and Second Lien Notes were based on cash flow models discounted at market interest rates that considered the underlying risks of the note.


(2)	The estimated fair value of the 2021 Notes incorporated recent trading activity in public markets.

(3)

The fair value of the 2017 Warrants is estimated using a valuation model that considers attributes of the Company’s common stock, including the number of outstanding shares, share price and volatility. The valuation also considers the exercise period of the warrants and the attributes of other convertible instruments in estimating the number of shares that will be issued upon the exercise of the warrants.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

RESTRUCTURING, ACQUISITION, INTERGRATION, AND OTHER EXPENSES

6 Months Ended

Jun. 30, 2019

Restructuring and Related Activities [Abstract]

Restructuring, Acquisition, Integration, and Other Expenses

RESTRUCTURING, ACQUISITION, INTEGRATION, AND OTHER EXPENSES

Restructuring, acquisition, integration, and other expenses include non-recurring costs associated with restructuring, acquisition, pre-merger costs, integration initiatives such as employee severance costs, certain legal and professional fees, training costs, redundant wage costs, and other costs related to contract terminations and closed branches/offices.

Restructuring, acquisition, integration, and other expenses consisted of the following (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Restructuring expense	$	1,713	$	1,956	$	3,399	$	3,835
Acquisition and integration expense	—		68		—		71
Merger expenses	1,158		—		5,493		—
Total restructuring, acquisition, integration, and other expenses	$	2,871	$	2,024	$	8,892	$	3,906

COMMITMENTS AND CONTINGENCIES	6 Months Ended
COMMITMENTS AND CONTINGENCIES	Jun. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company is a party to various legal, regulatory and governmental proceedings incidental to its business. Based on current knowledge, management does not believe that loss contingencies arising from pending legal, regulatory and governmental matters, including the matters described herein, will have a material adverse effect on the consolidated financial position or liquidity of the Company. However, in light of the inherent uncertainties involved in pending legal, regulatory and governmental matters, some of which are beyond the Company’s control, and the indeterminate damages sought in some of these matters, an adverse outcome in one or more of these matters could be material to the Company’s results of operations or cash flows for any particular reporting period. With respect to all legal, regulatory and governmental proceedings, the Company considers the likelihood of a negative outcome. If the Company determines the likelihood of a negative outcome with respect to any such matter is probable and the amount of the loss can be reasonably estimated, the Company records an accrual for the estimated loss for the expected outcome of the matter. If the likelihood of a negative outcome with respect to material matters is reasonably possible and the Company is able to determine an estimate of the possible loss or a range of loss, whether in excess of a related accrued liability or where there is no accrued liability, the Company discloses the estimate of the possible loss or range of loss. However, the Company is unable to estimate a possible loss or range of loss in some instances based on the significant uncertainties involved in, and/or the preliminary nature of, certain legal, regulatory and governmental matters. On December 18, 2017, a commercial payor of the Company sent a letter that claimed an alleged breach of the Company’s obligation under its provider contracts. While legal proceedings have not been filed, the Company and the payor have agreed in principal to a non-binding settlement of $1.5 million, payable contingent on the close of our merger with Option Care. The amount of this settlement agreement is recorded on the Company’s unaudited condensed consolidated statements of operations under “Loss from discontinued operations, net of income taxes,” as the alleged breach was related to a business line that no longer exists. On June 7, 2019, a putative class action lawsuit, captioned Erik Schmidt v. R. Carter Pate, et al., was filed in connection with the Option Care mergers in the Court of Chancery of the State of Delaware. The complaint names R. Carter Pate, Daniel E. Greenleaf, David Golding, Michael Goldstein, Christopher Shackelton, Michael G. Bronfein and Steven Neuman (collectively, the “BioScrip Board”), as defendants. The complaint alleges generally that the defendants breached their fiduciary duties by failing to disclose all material information relating to the Option Care mergers. The complaint seeks a judgment finding defendants liable as well as costs and disbursements, including attorneys’, accountants’ and experts’ fees. On July 9, 2019, the plaintiff filed a motion for expedited proceedings and for a preliminary injunction, and on July 15, 2019, the Court of Chancery of the State of Delaware granted the plaintiff’s motion for expedited proceedings and thereafter scheduled a hearing on plaintiff’s motion for preliminary injunction for July 26, 2019. BioScrip caused certain supplemental disclosures regarding the proposed mergers to be filed in a Current Report on Form 8-K on July 24, 2019. Later that same day, the plaintiff withdrew his motion for a preliminary injunction. On June 14, 2019, a putative class action lawsuit, captioned Earl M. Wheby, Jr. v. BioScrip, Inc., et al., was filed in connection with the Option Care mergers in the United States District Court for the District of Delaware. The complaint names BioScrip and the members of the BioScrip Board, as defendants. The complaint alleges generally that the defendants caused BioScrip to file a preliminary proxy statement relating to the Option Care mergers that omits material information required to have been disclosed, in violation of Sections 14(a) and 20(a) of the Exchange Act. The complaint seeks, among other things, a preliminary injunction prohibiting defendants from proceeding with, consummating, or closing the Option Care merger or, in the event that the Option Care merger is consummated, rescission or rescissory damages as well as costs incurred in bringing the action (including plaintiff’s attorneys’ and experts’ fees). On June 27, 2019, a putative class action lawsuit, captioned Lila Brennan v. BioScrip, Inc. et al., was filed in connection with the Option Care merger in the United States District Court for the District of Colorado. The complaint names BioScrip and the members of the BioScrip Board as defendants. The complaint alleges generally that the defendants caused BioScrip to file a definitive proxy statement relating to the merger that omits material information required to have been disclosed in violation of Sections 14(a) and 20(a) of the Exchange Act. The complaint seeks, among other things, a preliminary injunction prohibiting defendants from proceeding with, consummating, or closing the transaction, damages, and costs incurred in bringing the action (including plaintiff’s attorneys’ and experts’ fees). 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 often uncertain in their application to our business practices as they evolve and are subject to rapid change. 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 investigatory subpoenas and requests for information from governmental agencies and private parties. 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 and civil 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.

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	6 Months Ended
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	Jun. 30, 2019
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation These Unaudited Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements, including the notes thereto, and other information included in the Annual Report on Form 10-K of BioScrip, Inc. and its wholly-owned subsidiaries (the “Company”) for the year ended December 31, 2018 (the “Annual Report”) filed with the U.S. Securities and Exchange Commission (“SEC”). These Unaudited Condensed Consolidated Financial Statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information, and the instructions to Form 10-Q and Article 10 of Regulation S-X promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. The condensed consolidated balance sheet data as of December 31, 2018 was derived from audited financial statements, but does not include all disclosures required by GAAP. The information furnished in these Unaudited Condensed Consolidated Financial Statements reflects all adjustments, including normal recurring adjustments, which are, in the opinion of management, necessary for a fair presentation of the results for the interim periods presented. Operating results for the interim periods presented require management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes and are not necessarily indicative of the results that may be expected for the full year.
Principles of Consolidation	Principles of Consolidation The Unaudited Condensed 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.
Reclassifications	Reclassifications Certain prior period financial statement amounts have been reclassified to conform to current period presentation. Additionally, certain amounts in the Unaudited Condensed Consolidated Statements of Operations have been reclassified to include the presentation of operating expenses and operating income (loss).
Leases	Leases We have lease agreements for facilities, warehouses, office space, and property and equipment. We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets (“ROU assets”) and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property and equipment and long-term debt in our consolidated balance sheets. ROU assets and operating lease liabilities are recognized at the lease commencement date. Operating lease liabilities represent the present value of unpaid lease payments. As the majority of our leases do not provide an implicit rate, we use our estimated incremental borrowing rate at the lease commencement date to determine the present value of unpaid lease payments. ROU assets represent our right to use underlying assets and are recorded as operating lease liabilities adjusted for prepayments or accrued lease payments, initial direct costs, lease incentives, and impairment of ROU assets. Tenant incentives used to fund leasehold improvements are recognized when earned and reduce our right-of-use asset related to the lease. These are amortized through the right-of-use asset as reductions of expense over the lease term. Our leases typically contain rent escalations over the expected lease term. We recognize expense for these leases on a straight-line basis over the expected lease term. We review the terms of any renewal options to determine if it is reasonably certain that they will be exercised, however we generally conclude that our expected lease term is the minimum noncancellable period of the lease. We have lease agreements with both lease and non-lease components, which we elected to account for as single lease components for all asset classes. Leases with an initial term of 12 months or less are not recorded on the balance sheet and are expensed on a straight-line basis over the related lease term. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants.
Accounting Pronouncements Recently Adopted and Issued	Accounting Pronouncements Recently Adopted We adopted ASU 2016-02, Leases, on January 1, 2019. The standard requires lessees to recognize a liability for lease obligations, which represents the discounted obligation to make future minimum lease payments, and a corresponding right-of-use asset on the balance sheet and disclosure of key information about leasing arrangements. We elected the optional transition method to apply the standard as of the effective date and therefore, we did not apply the standard to the comparative periods presented in our financial statements. We elected the transition package of three practical expedients permitted within the standard, which eliminates the requirement to reassess prior conclusions about lease identification, lease classification and initial direct costs. We did not elect the hindsight practical expedient, which permits the use of hindsight when determining lease term and impairment of right-of-use assets. Further, we elected a short-term lease exception policy, permitting us to not apply the recognition requirements of this standard to short-term leases (i.e. leases with terms of 12 months or less) and an accounting policy to account for lease and non-lease components as a single component for certain classes of assets. Adoption of the new standard resulted in the recording of operating lease liabilities and corresponding ROU assets of $25.9 million as of January 1, 2019. Additionally, existing net liabilities for prepayments or accrued lease payments, initial direct costs and lease incentives of $5.0 million were reclassified as an offset to the ROU assets on January 1, 2019, resulting in net initial ROU assets of $20.9 million. The standard did not materially impact our consolidated statements of operations or cash flows. We adopted ASU 2017-11—Earnings Per Share (Topic 260), Distinguishing Liabilities From Equity (Topic 480), and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features and II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception, on January 1, 2019. ASU 2017-11 eliminates the requirement that a down round feature precludes equity classification when assessing whether an instrument is indexed to an entity’s own stock. A freestanding equity-linked financial instrument no longer would be accounted for as a derivative liability at fair value as a result of the existence of a down round feature. The adoption of this standard did not have a material impact on the Company’s consolidated financial statements. Recent Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13— Fair Value Measurement (Topic 820): Disclosure Framework— Changes to the Disclosure Requirements for Fair Value Measurements. ASU 2018-13 modifies fair value measurement disclosure requirements. The effective date for ASU 2018-13 is for annual and interim periods beginning after December 15, 2019. Early adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s disclosures to the consolidated financial statements. In June 2016, the FASB issued ASU 2016-13—Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires measurement and recognition of expected credit losses for financial assets held. The amendments in ASU 2016-13 eliminate the probable threshold for initial recognition of a credit loss in current GAAP and reflect an entity’s current estimate of all expected credit losses. ASU 2016-13 is effective for interim and annual reporting periods beginning January 1, 2020, and is to be applied using a modified retrospective transition method. Earlier adoption is permitted. The adoption of this standard is not expected to have a material impact on the Company’s consolidated financial statements.

NET REVENUE AND ACCOUNTS RECEIVABLE (Tables)

6 Months Ended

Jun. 30, 2019

Revenue from Contract with Customer [Abstract]

Disaggregation of Net Revenue by Associated Payor Class

The following table presents our disaggregated net revenue for each associated payor class (in thousands). Sales and usage-based taxes are excluded from net revenue.



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Commercial	$	174,461	$	152,251	$	324,156	$	292,792
Government	15,872		22,397		43,832		48,939
Patient	1,184		1,141		2,485		2,642
Total Net Revenue	$	191,517	$	175,789	$	370,473	$	344,373

Schedule of Aging Accounts Receivable

The following table sets forth the aging of our net accounts receivable, aged based on date of service and categorized based on the three primary payor groups (in thousands):



	June 30, 2019						December 31, 2018
	0 - 180 days		Over 180 days		Total		0 - 180 days		Over 180 days		Total
Government	$	15,121	$	4,891	$	20,012	$	17,849	$	6,098	$	23,947
Commercial	74,369		13,862		88,231		67,288		14,740		82,028
Patient	4,313		5,525		9,838		2,092		6,797		8,889
Accounts receivable, net	$	93,803	$	24,278	$	118,081	$	87,229	$	27,635	$	114,864

LEASES (Tables)

6 Months Ended

Jun. 30, 2019

Leases [Abstract]

Lease Terms and Discount Rates



Lease term and discount rate		June 30, 2019
Weighted-average remaining lease term (years)
Operating leases		5.3
Weighted-average discount rate
Operating leases		10.97%

Supplemental Cash Flow Information for Leases



Supplemental cash flow information	Six Months Ended June 30, 2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$	2,022
Financing cash flows from finance leases	$	460

Maturities of Lease Liabilities, Operating



Maturities of lease liabilities
(in thousands)	Operating leases		Finance leases		Total
2019	$	3,932	$	538	$	4,470
2020	6,963		638		7,601
2021	6,100		—		6,100
2022	4,872		—		4,872
2023	3,592		—		3,592
After 2023	7,088		—		7,088
Total future minimum lease payments	32,547		1,176		$	33,723
Less: interest	7,981		44
Present value of lease liabilities	$	24,566	$	1,132

Maturities of Lease Liabilities, Financing



Maturities of lease liabilities
(in thousands)	Operating leases		Finance leases		Total
2019	$	3,932	$	538	$	4,470
2020	6,963		638		7,601
2021	6,100		—		6,100
2022	4,872		—		4,872
2023	3,592		—		3,592
After 2023	7,088		—		7,088
Total future minimum lease payments	32,547		1,176		$	33,723
Less: interest	7,981		44
Present value of lease liabilities	$	24,566	$	1,132

Maturities of Leases, Prior to the Adoption of ASU 2016-02



Maturities of lease liabilities
(in thousands)	Operating leases		Finance leases		Total
2019	$	8,934	$	679	$	9,613
2020	7,143		311		7,454
2021	6,252		—		6,252
2022	4,797		—		4,797
2023	3,320		—		3,320
After 2023	7,470		—		7,470
Total future minimum lease payments	$	37,916	$	990	$	38,906

DEBT (Tables)

6 Months Ended

Jun. 30, 2019

Debt Disclosure [Abstract]

Summary of Debt

Debt consisted of the following (in thousands):



	June 30, 2019			December 31, 2018
First Lien Note Facility, net of unamortized discount	207,209			198,962
Second Lien Note Facility, net of unamortized discount	120,017			108,931
2021 Notes, net of unamortized discount	198,534			198,125
Finance leases	1,132			990
Less: Deferred financing costs	(1,629		)	(2,334		)
Total debt	525,263			504,674
Less: Current portion of long-term debt	(5,879		)	(3,179		)
Long-term debt, net of current portion	$	519,384		$	501,495

PREFERRED STOCK AND STOCKHOLDERS' DEFICIT (Tables)

6 Months Ended

Jun. 30, 2019

Equity [Abstract]

Carrying value and activity of Preferred Shares

The following table sets forth the activity recorded during the six months ended June 30, 2019 related to the Series A Preferred Stock (in thousands):



Series A Preferred Stock carrying value at December 31, 2018	$	3,231
Dividends and discount accretion through June 30, 2019¹	211
Series A Preferred Stock carrying value at June 30, 2019	$	3,442

¹Dividends recorded reflect the increase in the Liquidation Preference associated with unpaid dividends.

The following table sets forth the activity recorded during the six months ended June 30, 2019 related to the Series C Preferred Stock (in thousands):



Series C Preferred Stock carrying value at December 31, 2018	$	90,058
Dividends and discount accretion through June 30, 2019¹	5,814
Series C Preferred Stock carrying value at June 30, 2019	$	95,872

¹Dividends recorded reflect the increase in the Liquidation Preference associated with unpaid dividends.

LOSS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2019

Earnings Per Share [Abstract]

Schedule of Basic and Diluted Loss Per Share

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



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Numerator:
Loss from continuing operations	$	(14,166	)	$	(15,124	)	$	(24,448	)	$	(28,111	)
Loss from discontinued operations, net of income taxes	(1,500		)	(15		)	(1,500		)	(45		)
Net loss	$	(15,666	)	$	(15,139	)	$	(25,948	)	$	(28,156	)
Accrued dividends on preferred stock	(3,068		)	(2,756		)	(6,025		)	(5,413		)
Loss attributable to common stockholders, basic	$	(18,734	)	$	(17,895	)	$	(31,973	)	$	(33,569	)
Income effect of 2017 Warrants	—			—			(4,784		)	(375		)
Loss attributable to common stockholders, diluted	$	(18,734	)	$	(17,895	)	$	(36,757	)	$	(33,944	)

Denominator:
Weighted average number of common shares outstanding, basic	128,779			128,038			128,446			127,906
Dilutive effect of 2017 Warrants	—			—			2,053			2,252
Weighted average number of common shares outstanding, diluted	128,779			128,038			130,499			130,158

Basic loss per share:
Loss from continuing operations	$	(0.13	)	$	(0.14	)	$	(0.24	)	$	(0.26	)
Loss from discontinued operations	(0.01		)	—			(0.01		)	—
Basis loss per share	$	(0.14	)	$	(0.14	)	$	(0.25	)	$	(0.26	)

Diluted loss per share:
Loss from continuing operations	$	(0.13	)	$	(0.14	)	$	(0.27	)	$	(0.26	)
Loss from discontinued operations	(0.01		)	—			(0.01		)	—
Diluted loss per share	$	(0.14	)	$	(0.14	)	$	(0.28	)	$	(0.26	)

INCOME TAXES (Tables)

6 Months Ended

Jun. 30, 2019

Income Tax Disclosure [Abstract]

Schedule of Federal and State Income Tax Provision (Benefit)

The federal and state income tax expense from continuing operations consisted of the following (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Current
Federal	$	—	$	—	$	—	$	—
State	123		18		134		35
Total current	123		18		134		35
Deferred
Federal	—		—		—		—
State	31		25		36		56
Total deferred	31		25		36		56
Total income tax expense	$	154	$	43	$	170	$	91

Reconciliation of the Income Tax Rate

A reconciliation of the federal statutory rate to the effective income tax rate from continuing operations is as follows (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2018			2019			2018
Tax benefit at statutory rate	$	(2,942	)	$	(3,155	)	$	(5,098	)	$	(5,884	)
State tax expense, net of federal taxes	154			43			170			91
Change in valuation allowance	1,941			2,484			4,890			5,903
Other	1,001			671			208			(19		)
Income tax expense	$	154		$	43		$	170		$	91

FAIR VALUE MEASURMENTS (Tables)

6 Months Ended

Jun. 30, 2019

Fair Value Disclosures [Abstract]

Schedule of Carrying Value and Estimated Fair Value Differences

The estimated fair values of the Company’s financial instruments either recorded or disclosed on a recurring basis as of June 30, 2019 are as follows (in thousands):



Financial Instrument	Carrying Value as of June 30, 2019		Markets for Identical Item (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
First Lien Note Facility⁽¹⁾	$	207,209	$	—	$	—	$	215,536
Second Lien Note Facility ⁽¹⁾	120,017		—		—		132,092
2021 Notes ⁽²⁾	198,534		—		200,083		—
Total debt instruments	$	525,760	$	—	$	200,083	$	347,628

2017 Warrants⁽³⁾	$	20,547	$	—	$	20,547	$	—


(1)	The estimated fair values of the First and Second Lien Notes were based on cash flow models discounted at market interest rates that considered the underlying risks of the note.


(2)	The estimated fair value of the 2021 Notes incorporated recent trading activity in public markets.

(3)

RESTRUCTURING, ACQUISITION, INTERGRATION, AND OTHER EXPENSES (Tables)

6 Months Ended

Jun. 30, 2019

Restructuring and Related Activities [Abstract]

Schedule of Restructuring, Acquisition, Integration, and Other Expenses, Net

Restructuring, acquisition, integration, and other expenses consisted of the following (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2018		2019		2018
Restructuring expense	$	1,713	$	1,956	$	3,399	$	3,835
Acquisition and integration expense	—		68		—		71
Merger expenses	1,158		—		5,493		—
Total restructuring, acquisition, integration, and other expenses	$	2,871	$	2,024	$	8,892	$	3,906

NATURE OF OPERATIONS AND PRESENTATION OF FINANCIAL STATEMENTS (Details) - location	Jun. 30, 2019	Mar. 14, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of service locations	67
OptionCare Enterprises, Inc.
Business Acquisition [Line Items]
Ownership retained by shareholders after merger		20.00%

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Jan. 01, 2019	Dec. 31, 2018
Accounting Policies [Abstract]
Operating lease liabilities	$ 24,566	$ 25,900
Operating lease right-of-use assets	$ 18,611	25,900	$ 0
Existing net liabilities for prepayments or accrued lease payments, initial direct costs and lease incentives		5,000
Net initial ROU assets		$ 20,900

NET REVENUE AND ACCOUNTS RECEIVABLE - Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Disaggregation of Revenue [Line Items]
Total Net Revenue	$ 191,517	$ 175,789	$ 370,473	$ 344,373
Commercial
Disaggregation of Revenue [Line Items]
Total Net Revenue	174,461	152,251	324,156	292,792
Government
Disaggregation of Revenue [Line Items]
Total Net Revenue	15,872	22,397	43,832	48,939
Patient
Disaggregation of Revenue [Line Items]
Total Net Revenue	$ 1,184	$ 1,141	$ 2,485	$ 2,642

NET REVENUE AND ACCOUNTS RECEIVABLE - Aging of Accounts Receivable (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	$ 118,081	$ 114,864
Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	20,012	23,947
Commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	88,231	82,028
Patient
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	9,838	8,889
0 - 180 days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	93,803	87,229
0 - 180 days \| Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	15,121	17,849
0 - 180 days \| Commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	74,369	67,288
0 - 180 days \| Patient
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	4,313	2,092
Over 180 days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	24,278	27,635
Over 180 days \| Government
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	4,891	6,098
Over 180 days \| Commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	13,862	14,740
Over 180 days \| Patient
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accounts receivable, net	$ 5,525	$ 6,797

LEASES - Narrative, Lease Term and Discount Rate (Details) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2019 USD ($)	Jun. 30, 2019 USD ($)
Leases [Abstract]
Operating lease cost	$ 1.8	$ 3.7
Weighted-average remaining lease term, operating leases	5 years 3 months 1 day	5 years 3 months 1 day
Weighted-average discount rate, operating leases	10.97%	10.97%

LEASES - Supplemental Cash Flow Information (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2019 USD ($)
Cash paid for amounts included in the measurement of lease liabilities
Operating cash flows from operating leases	$ 2,022
Financing cash flows from finance leases	$ 460

LEASES - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Jan. 01, 2019
Operating leases
Operating leases, Total future minimum lease payments, 2019	$ 3,932
Operating leases, Total future minimum lease payments, 2020	6,963
Operating leases, Total future minimum lease payments, 2021	6,100
Operating leases, Total future minimum lease payments, 2022	4,872
Operating leases, Total future minimum lease payments, 2023	3,592
Operating leases, Total future minimum lease payments, After 2023	7,088
Operating leases, Total future minimum lease payments	32,547
Operating leases, Less: interest	7,981
Operating leases, Present value of lease liabilities	24,566	$ 25,900
Finance leases
Finance leases, Total future minimum lease payments, 2019	538
Finance leases, Total future minimum lease payments, 2020	638
Finance leases, Total future minimum lease payments, 2021	0
Finance leases, Total future minimum lease payments, 2022	0
Finance leases, Total future minimum lease payments, 2023	0
Finance leases, Total future minimum lease payments, After 2023	0
Finance leases, Total future minimum lease payments	1,176
Finance leases, Less: interest	44
Finance leases, Present value of lease liabilities	1,132
Total future minimum lease payments, 2019	4,470
Total future minimum lease payments, 2020	7,601
Total future minimum lease payments, 2021	6,100
Total future minimum lease payments, 2022	4,872
Total future minimum lease payments, 2023	3,592
Total future minimum lease payments, After 2023	7,088
Total future minimum lease payments	$ 33,723

LEASES - Maturities of Leases, Prior to the Adoption of ASU 2016-02 (Details) $ in Thousands	Dec. 31, 2018 USD ($)
Operating leases
Operating leases, Total future minimum lease payments, 2019	$ 8,934
Operating leases, Total future minimum lease payments, 2020	7,143
Operating leases, Total future minimum lease payments, 2021	6,252
Operating leases, Total future minimum lease payments, 2022	4,797
Operating leases, Total future minimum lease payments, 2023	3,320
Operating leases, Total future minimum lease payments, After 2023	7,470
Total future minimum lease payments	37,916
Finance leases
Finance leases, Total future minimum lease payments, 2019	679
Finance leases, Total future minimum lease payments, 2020	311
Finance leases, Total future minimum lease payments, 2021	0
Finance leases, Total future minimum lease payments, 2022	0
Finance leases, Total future minimum lease payments, 2023	0
Finance leases, Total future minimum lease payments, After 2023	0
Total future minimum lease payments	990
Total future minimum lease payments, 2019	9,613
Total future minimum lease payments, 2020	7,454
Total future minimum lease payments, 2021	6,252
Total future minimum lease payments, 2022	4,797
Total future minimum lease payments, 2023	3,320
Total future minimum lease payments, After 2023	7,470
Total future minimum lease payments	$ 38,906

DEBT - Summary of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Debt Instrument [Line Items]
Finance leases	$ 1,132
Less: Deferred financing costs	(1,629)	$ (2,334)
Total debt	525,263	504,674
Less: Current portion of long-term debt	(5,879)	(3,179)
Long-term debt, net of current portion	519,384	501,495
First Lien Note Facility, net of unamortized discount
Debt Instrument [Line Items]
Long-term debt	207,209	198,962
Second Lien Note Facility, net of unamortized discount
Debt Instrument [Line Items]
Long-term debt	120,017	108,931
2021 Notes
Debt Instrument [Line Items]
Long-term debt	198,534	198,125
Finance leases
Debt Instrument [Line Items]
Finance leases	$ 1,132	$ 990

DEBT - Additional Information (Details) - USD ($)		6 Months Ended
DEBT - Additional Information (Details) - USD ($)	Jun. 29, 2017	Jun. 30, 2019	Jun. 30, 2018	May 07, 2019	Jun. 21, 2018	Feb. 11, 2014
Debt Instrument [Line Items]
Interest capitalized as principal on Second Lien Note Facility		$ 8,383,000	$ 0
Common Stock \| 2017 Warrants
Debt Instrument [Line Items]
Warrant exercise threshold	4.99%
Warrants classified within equity at fair value		$ 20,500,000
Private Placement \| Common Stock
Debt Instrument [Line Items]
Net cash used in financing activities	$ 15,900,000
Associated costs with private placement	200,000
First Lien Notes \| Senior Secured Debt
Debt Instrument [Line Items]
Face amount of debt instruments	200,000,000
Amortization installment percentage of principal		0.625%
Early repayment premium base rate		5.00%
Principal prepayment limit		$ 50,000,000
Default penalty interest rate increase		2.00%
First Lien Notes \| Senior Secured Debt \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate		6.00%
First Lien Notes \| Senior Secured Debt \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate		7.00%
First Lien Notes \| Senior Secured Debt \| Prime Rate
Debt Instrument [Line Items]
Basis spread on variable rate		1.00%
First Lien Notes \| Senior Secured Debt \| Redemption Period One
Debt Instrument [Line Items]
Early repayment premium rate		4.00%
First Lien Notes \| Senior Secured Debt \| Redemption Period Two
Debt Instrument [Line Items]
Early repayment premium rate		2.00%
First Lien Notes \| Senior Secured Debt \| Redemption Period Three
Debt Instrument [Line Items]
Early repayment premium rate		0.00%
Second Lien Notes \| Senior Secured Debt
Debt Instrument [Line Items]
Face amount of debt instruments	$ 100,000,000	$ 126,200,000.0
Early repayment premium base rate		5.00%
Default penalty interest rate increase		2.00%
Interest capitalized as principal on Second Lien Note Facility		$ 8,400,000
Second Lien Notes \| Senior Secured Debt \| Option One
Debt Instrument [Line Items]
Basis spread on variable rate		9.25%
Second Lien Notes \| Senior Secured Debt \| Option Two
Debt Instrument [Line Items]
Basis spread on variable rate		11.25%
Second Lien Notes \| Senior Secured Debt \| Option Three
Debt Instrument [Line Items]
Basis spread on variable rate		10.25%
Second Lien Notes \| Senior Secured Debt \| Option Three, Half Cash
Debt Instrument [Line Items]
Basis spread on variable rate		4.625%
Second Lien Notes \| Senior Secured Debt \| Option Three, Half Capitalized Interest
Debt Instrument [Line Items]
Basis spread on variable rate		5.625%
Second Lien Notes \| Senior Secured Debt \| Redemption Period One
Debt Instrument [Line Items]
Early repayment premium rate		4.00%
Second Lien Notes \| Senior Secured Debt \| Redemption Period Two
Debt Instrument [Line Items]
Early repayment premium rate		2.00%
Second Lien Notes \| Senior Secured Debt \| Redemption Period Three
Debt Instrument [Line Items]
Early repayment premium rate		0.00%
Second Lien Delayed Draw Notes \| Senior Secured Debt
Debt Instrument [Line Items]
Face amount of debt instruments					$ 10,000,000
2021 Notes
Debt Instrument [Line Items]
Face amount of debt instruments						$ 200,000,000.0
Stated rate on debt		8.875%				8.875%
Debt discount						$ 5,000,000
First Lien Note, Amended \| Senior Secured Debt
Debt Instrument [Line Items]
Face amount of debt instruments				$ 8,000,000.0
Minimum \| First Lien Notes \| Senior Secured Debt \| Base Rate
Debt Instrument [Line Items]
Basis spread on variable rate		0.50%
Minimum \| First Lien Notes \| Senior Secured Debt \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate		1.00%
Minimum \| Second Lien Notes \| Senior Secured Debt \| Option One \| LIBOR
Debt Instrument [Line Items]
Basis spread on variable rate		1.25%

PREFERRED STOCK AND STOCKHOLDERS' DEFICIT - Carrying Value of Preferred Stock Narrative (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Series A Preferred Stock
Class of Warrant or Right [Line Items]
Dividend accrual rate	11.50%
Accretion of dividends on preferred stock	$ 200
Discount accretion on preferred stock	22
Convertible preferred stock series, liquidation preference	$ 3,452	$ 3,264
Series C Preferred Stock
Class of Warrant or Right [Line Items]
Dividend accrual rate	11.50%
Accretion of dividends on preferred stock	$ 5,500
Discount accretion on preferred stock	300
Convertible preferred stock series, liquidation preference	$ 100,184	$ 94,706

PREFERRED STOCK AND STOCKHOLDERS' DEFICIT - Activity Related to Series A and C Preferred Stock (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2019 USD ($)
Series A Preferred Stock
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning Balance	$ 3,231
Dividends and discount accretion	211
Ending Balance	3,442
Series C Preferred Stock
Increase (Decrease) in Temporary Equity [Roll Forward]
Beginning Balance	90,058
Dividends and discount accretion	5,814
Ending Balance	$ 95,872

PREFERRED STOCK AND STOCKHOLDERS' DEFICIT - 2017 Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands		3 Months Ended		6 Months Ended
	Jun. 29, 2017	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Class of Warrant or Right [Line Items]
Change in fair value of warrants				$ 4,784	$ (375)
2017 Warrants
Class of Warrant or Right [Line Items]
Change in fair value of warrants		$ 5,200	$ 3,100	(4,800)	$ (400)
Common Stock \| 2017 Warrants
Class of Warrant or Right [Line Items]
Warrant exercise threshold	4.99%
Warrant holder outstanding common stock ownership limitation	19.99%
Term of warrants	10 years
Exercise price of warrants (in dollars per share)	$ 2.00
Warrants, fair value		$ 20,500		$ 20,500

STOCK-BASED COMPENSATION AND EMPLOYEE BENEFIT PLANS (Details) - USD ($) $ in Millions	1 Months Ended	3 Months Ended		6 Months Ended
	Jul. 31, 2019	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	May 03, 2018
Stock Options
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based compensation expense (less than for ESPP)		$ 0.2	$ 0.3	$ 0.4	$ 0.6
Restricted Stock
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Share-based compensation expense (less than for ESPP)		$ 0.8	$ 0.8	$ 1.6	$ 1.0
Employee Stock Purchase Plan
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of shares available for grant (in shares)		1,310,802		1,310,802
The 2018 Plan
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Number of shares authorized (in shares)						16,406,939
Number of shares available for grant (in shares)		13,199,877		13,199,877		3,000,000
Subsequent Event \| Employee Stock Purchase Plan
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items]
Stock issued during period, (in shares)	73,639

LOSS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Earnings Per Share [Abstract]
Common stock, par value (in dollars per share)	$ 0.0001				$ 0.0001		$ 0.0001
Numerator:
Loss from continuing operations	$ (14,166)		$ (15,124)		$ (24,448)	$ (28,111)
Loss from discontinued operations, net of income taxes	(1,500)		(15)		(1,500)	(45)
Net loss	(15,666)	$ (10,282)	(15,139)	$ (13,017)	(25,948)	(28,156)
Accrued dividends on preferred stock	(3,068)		(2,756)		(6,025)	(5,413)
Loss attributable to common stockholders	(18,734)		(17,895)		(31,973)	(33,569)
Income effect of 2017 Warrants	0		0		(4,784)	(375)
Loss attributable to common stockholders, diluted	$ (18,734)		$ (17,895)		$ (36,757)	$ (33,944)
Denominator:
Weighted average number of common shares outstanding, basic (in shares)	128,779		128,038		128,446	127,906
Dilutive effect of 2017 Warrants (in shares)	0		0		2,053	2,252
Weighted average number of common shares outstanding, diluted (in shares)	128,779		128,038		130,499	130,158
Basic loss per share:
Loss from continuing operations (in dollars per share)	$ (0.13)		$ (0.14)		$ (0.24)	$ (0.26)
Loss from discontinued operations (in dollars per share)	(0.01)		0.00		(0.01)	0.00
Basic loss per share (in dollars per share)	(0.14)		(0.14)		(0.25)	(0.26)
Diluted loss per share:
Loss from continuing operations (in dollars per share)	(0.13)		(0.14)		(0.27)	(0.26)
Loss from discontinued operations (in dollars per share)	(0.01)		0.00		(0.01)	0.00
Diluted loss per share (in dollars per share)	(0.14)		$ (0.14)		(0.28)	$ (0.26)
Series A Preferred Stock
Class of Stock [Line Items]
Convertible preferred stock series, par value (in dollars per share)	0.0001				0.0001		0.0001
Series C Preferred Stock
Class of Stock [Line Items]
Convertible preferred stock series, par value (in dollars per share)	$ 0.0001				$ 0.0001		$ 0.0001

INCOME TAXES - Schedule of Federal and State Income Tax Provision (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Federal	$ 0	$ 0	$ 0	$ 0
State	123	18	134	35
Total current	123	18	134	35
Federal	0	0	0	0
State	31	25	36	56
Total deferred	31	25	36	56
Total income tax expense	$ 154	$ 43	$ 170	$ 91

INCOME TAXES - Reconciliation of the Income Tax Rate (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Tax benefit at statutory rate	$ (2,942)	$ (3,155)	$ (5,098)	$ (5,884)
State tax expense, net of federal taxes	154	43	170	91
Change in valuation allowance	1,941	2,484	4,890	5,903
Other	1,001	671	208	(19)
Total income tax expense	$ 154	$ 43	$ 170	$ 91

INCOME TAXES - Additional Information (Details) $ in Millions	Jun. 30, 2019 USD ($)
Operating Loss Carryforwards [Line Items]
Carryforward not subject to an expiration period	$ 75.8
Federal
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	441.7
Net operating loss carryforwards subject to annual limitation	12.2
State
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards	$ 495.8

FAIR VALUE MEASURMENTS (Details) $ in Thousands	Jun. 30, 2019 USD ($)
Carrying Value
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	$ 525,760
2017 warrants	20,547
Carrying Value \| First Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	207,209
Carrying Value \| Second Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	120,017
Carrying Value \| 2021 Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	198,534
Fair Value \| Markets for Identical Item (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	0
2017 warrants	0
Fair Value \| Markets for Identical Item (Level 1) \| First Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	0
Fair Value \| Markets for Identical Item (Level 1) \| Second Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	0
Fair Value \| Markets for Identical Item (Level 1) \| 2021 Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	0
Fair Value \| Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	200,083
2017 warrants	20,547
Fair Value \| Significant Other Observable Inputs (Level 2) \| First Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	0
Fair Value \| Significant Other Observable Inputs (Level 2) \| Second Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	0
Fair Value \| Significant Other Observable Inputs (Level 2) \| 2021 Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	200,083
Fair Value \| Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	347,628
2017 warrants	0
Fair Value \| Significant Unobservable Inputs (Level 3) \| First Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	215,536
Fair Value \| Significant Unobservable Inputs (Level 3) \| Second Lien Note Facility, net of unamortized discount
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	132,092
Fair Value \| Significant Unobservable Inputs (Level 3) \| 2021 Notes
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Total debt instruments	$ 0

RESTRUCTURING, ACQUISITION, INTERGRATION, AND OTHER EXPENSES (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Restructuring and Related Activities [Abstract]
Restructuring expense	$ 1,713	$ 1,956	$ 3,399	$ 3,835
Acquisition and integration expense	0	68	0	71
Merger expenses	1,158	0	5,493	0
Total restructuring, acquisition, integration, and other expenses	$ 2,871	$ 2,024	$ 8,892	$ 3,906