Document And Entity Information
Document And Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Jun. 30, 2015 | Jul. 27, 2015 | Dec. 31, 2014 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | OPEN TEXT CORP | ||
Entity Central Index Key | 1,002,638 | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | otex | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 122,337,654 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 7 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
ASSETS | ||
Cash and cash equivalents | $ 699,999 | $ 427,890 |
Short-term Investments | 11,166 | 0 |
Accounts receivable trade, net of allowance for doubtful accounts of $5,987 as of June 30, 2015 and $4,727 as of June 30, 2014 (note 3) | 284,131 | 292,929 |
Income taxes recoverable (note 14) | 21,151 | 24,648 |
Prepaid expenses and other current assets | 53,191 | 42,053 |
Deferred tax assets (note 14) | 30,711 | 28,215 |
Total current assets | 1,100,349 | 815,735 |
Property and equipment (note 4) | 160,419 | 142,261 |
Goodwill (note 5) | 2,161,592 | 1,940,082 |
Acquired intangible assets (note 6) | 679,479 | 725,318 |
Deferred tax assets (note 14) | 155,411 | 161,247 |
Other assets (note 7) | 85,576 | 52,041 |
Deferred charges (note 8) | 37,265 | 52,376 |
Long-term income taxes recoverable (note 14) | 8,404 | 10,638 |
Total assets | 4,388,495 | 3,899,698 |
Current liabilities: | ||
Accounts payable and accrued liabilities (note 9) | 241,370 | 231,954 |
Current portion of long-term debt (note 10) | 8,000 | 62,582 |
Deferred revenues | 358,066 | 332,664 |
Income taxes payable (note 14) | 17,001 | 12,948 |
Deferred tax liabilities (note 14) | 997 | 1,053 |
Total current liabilities | 625,434 | 641,201 |
Long-term liabilities: | ||
Accrued liabilities (note 9) | 34,682 | 41,999 |
Deferred credits (note 8) | 12,943 | 17,529 |
Pension liability (note 11) | 56,737 | 60,300 |
Non-current portion of long-term debt | 1,580,000 | 1,256,750 |
Deferred revenues | 28,223 | 17,248 |
Long-term income taxes payable (note 14) | 151,484 | 162,131 |
Deferred tax liabilities (note 14) | 69,185 | 60,373 |
Total long-term liabilities | 1,933,254 | 1,616,330 |
Shareholders’ equity: | ||
122,293,986 and 121,758,432 Common Shares issued and outstanding at June 30, 2015 and June 30, 2014, respectively; Authorized Common Shares: unlimited | 808,010 | 792,834 |
Additional paid-in capital | 126,417 | 112,398 |
Accumulated other comprehensive income | 51,828 | 39,449 |
Retained earnings | 863,015 | 716,317 |
Treasury stock, at cost (625,725 shares at June 30, 2015 and 763,278 at June 30, 2014, respectively) | (19,986) | (19,132) |
Total OpenText shareholders' equity | 1,829,284 | 1,641,866 |
Non-controlling interests | 523 | 301 |
Total shareholders’ equity | 1,829,807 | 1,642,167 |
Total liabilities and shareholders’ equity | $ 4,388,495 | $ 3,899,698 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Statement of Financial Position [Abstract] | ||
Accounts receivable trade, allowance for doubtful accounts | $ 5,987 | $ 4,727 |
Common stock, shares outstanding (in shares) | 122,293,986 | 121,758,432 |
Common stock, shares issued (in shares) | 122,293,986 | 121,758,432 |
Treasury stock, shares (in shares) | 625,725 | 763,278 |
Consolidated Statements Of Inco
Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Revenues: | |||
License | $ 294,266 | $ 305,846 | $ 272,985 |
Cloud services and subscriptions | 605,309 | 373,400 | 180,412 |
Customer support | 731,797 | 707,024 | 658,216 |
Professional service and other | 220,545 | 238,429 | 251,723 |
Total revenues | 1,851,917 | 1,624,699 | 1,363,336 |
Cost of revenues: | |||
License | 12,899 | 13,161 | 15,995 |
Cloud services and subscriptions | 239,719 | 142,666 | 73,464 |
Customer support | 94,766 | 95,979 | 106,172 |
Professional service and other | 173,399 | 189,947 | 196,663 |
Amortization of acquired technology-based intangible assets (note 6) | 81,002 | 69,917 | 93,610 |
Total cost of revenues | 601,785 | 511,670 | 485,904 |
Gross profit | 1,250,132 | 1,113,029 | 877,432 |
Operating expenses: | |||
Research and development | 196,491 | 176,834 | 164,010 |
Sales and marketing | 369,920 | 345,643 | 289,157 |
General and administrative | 163,042 | 142,450 | 109,325 |
Depreciation | 50,906 | 35,237 | 24,496 |
Amortization of acquired customer-based intangible assets (note 6) | 108,239 | 81,023 | 68,745 |
Special charges (note 17) | 12,823 | 31,314 | 24,034 |
Total operating expenses | 901,421 | 812,501 | 679,767 |
Income from operations | 348,711 | 300,528 | 197,665 |
Other income (expense), net | (28,047) | 3,941 | (2,473) |
Interest and other related expense, net | (54,620) | (27,934) | (16,982) |
Income before income taxes | 266,044 | 276,535 | 178,210 |
Provision for (recovery of) income taxes (note 14) | 31,638 | 58,461 | 29,690 |
Net income for the period | 234,406 | 218,074 | 148,520 |
Net (income) loss attributable to non-controlling interests | (79) | 51 | 0 |
Net income attributable to OpenText | $ 234,327 | $ 218,125 | $ 148,520 |
Earnings per share—basic attributable to OpenText (note 21) | $ 1.92 | $ 1.82 | $ 1.27 |
Earnings per share—diluted attributable to OpenText (note 21) | $ 1.91 | $ 1.81 | $ 1.26 |
Weighted average number of Common Shares outstanding—basic | 122,092 | 119,674 | 117,208 |
Weighted average number of Common Shares outstanding—diluted | 122,957 | 120,576 | 118,124 |
Dividends declared per Common Share | $ 0.7175 | $ 0.6225 | $ 0.15 |
Consolidated Statements Of Othe
Consolidated Statements Of Other Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Statement of Comprehensive Income [Abstract] | |||
Net income for the period | $ 234,406 | $ 218,074 | $ 148,520 |
Net foreign currency translation adjustments | 15,690 | (2,779) | (1,879) |
Unrealized loss | (6,064) | (357) | (1,054) |
Loss (gain) reclassified into net income | 5,710 | 3,242 | (1,482) |
Actuarial loss | (3,302) | (841) | (351) |
Amortization of actuarial loss into net income | 357 | 294 | 292 |
Unrealized gain on short-term investments | (12) | 0 | 0 |
Unrealized gain on marketable securities (Actuate) | 1,906 | 0 | 0 |
Release of unrealized gain on marketable securities (Actuate) | (1,906) | 0 | 0 |
Total other comprehensive income (loss), net, for the period | 12,379 | (441) | (4,474) |
Total comprehensive income | 246,785 | 217,633 | 144,046 |
Comprehensive income attributable to non-controlling interests | (79) | 51 | 0 |
Total comprehensive income attributable to OpenText | $ 246,706 | $ 217,684 | $ 144,046 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common Shares [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Retained Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Noncontrolling Interest [Member] |
Balance (in shares) at Jun. 30, 2012 | 116,718,000 | (1,586,000) | |||||
Balance as of at Jun. 30, 2012 | $ 1,179,392 | $ 635,321 | $ (37,387) | $ 95,026 | $ 442,068 | $ 44,364 | |
Balance as of at Jun. 30, 2012 | $ 0 | ||||||
Issuance of Common Shares | |||||||
Under employee stock option plans (in shares) | 1,254,000 | 0 | |||||
Under employee stock option plans | 14,205 | $ 14,205 | $ 0 | ||||
Under employee stock purchase plans (in shares) | 84,000 | ||||||
Under employee stock purchase plans | 2,095 | $ 2,095 | |||||
In connection with acquisitions (in shares) | 2,000 | ||||||
In connection with acquisitions | 0 | $ 21 | (21) | ||||
Share-based compensation | 15,575 | 15,575 | |||||
Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation | $ (402) | (402) | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Purchased for Award | 0 | 0 | |||||
Purchase of treasury stock | $ 0 | $ 0 | |||||
Issuance of treasury stock (in shares) | 365,232 | 364,000 | |||||
Issuance of treasury stock | $ 0 | $ 8,313 | (8,313) | ||||
Dividend | (17,703) | (17,703) | |||||
Other comprehensive income (loss) - net | (4,474) | (4,474) | |||||
Net income for the period | 148,520 | 148,520 | |||||
Net income for the period | 148,520 | ||||||
Balance as of at Jun. 30, 2013 | 0 | ||||||
Balance as of at Jun. 30, 2013 | $ 1,337,208 | $ 651,642 | $ (29,074) | 101,865 | 572,885 | 39,890 | |
Balance (in shares) at Jun. 30, 2013 | 118,058,000 | (1,222,000) | |||||
Issuance of Common Shares | |||||||
Under employee stock option plans (in shares) | 1,043,646 | 1,043,000 | 0 | ||||
Under employee stock option plans | $ 22,221 | $ 22,221 | $ 0 | ||||
Under employee stock purchase plans (in shares) | 62,000 | ||||||
Under employee stock purchase plans | 2,338 | $ 2,338 | |||||
In connection with acquisitions (in shares) | 2,595,000 | ||||||
In connection with acquisitions | 116,777 | $ 116,777 | 0 | ||||
Equity issuance costs | (144) | (144) | |||||
Share-based compensation | 19,906 | 19,906 | |||||
Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation | $ 1,844 | 1,844 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Purchased for Award | (25,760) | (25,000) | |||||
Purchase of treasury stock | $ (1,275) | $ (1,275) | |||||
Issuance of treasury stock (in shares) | 484,238 | 484,000 | |||||
Issuance of treasury stock | $ 0 | $ 11,217 | (11,217) | ||||
Dividend | (74,693) | (74,693) | |||||
Other comprehensive income (loss) - net | (441) | (441) | |||||
Non-controlling interest | 352 | 352 | |||||
Net income for the period | 218,125 | ||||||
Net income for the period | 218,074 | 218,125 | (51) | ||||
Balance as of at Jun. 30, 2014 | 1,642,167 | 301 | |||||
Balance as of at Jun. 30, 2014 | $ 1,641,866 | $ 792,834 | $ (19,132) | 112,398 | 716,317 | 39,449 | |
Balance (in shares) at Jun. 30, 2014 | 121,758,000 | (763,000) | |||||
Issuance of Common Shares | |||||||
Under employee stock option plans (in shares) | 476,103 | 476,000 | 0 | ||||
Under employee stock option plans | $ 12,159 | $ 12,159 | $ 0 | ||||
Under employee stock purchase plans (in shares) | 59,000 | ||||||
Under employee stock purchase plans | 3,017 | $ 3,017 | |||||
Share-based compensation | 22,047 | 22,047 | |||||
Adjustments to Additional Paid in Capital, Income Tax Benefit from Share-based Compensation | $ 1,675 | 1,675 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Purchased for Award | (240,222) | (240,000) | |||||
Purchase of treasury stock | $ (10,557) | $ (10,557) | |||||
Issuance of treasury stock (in shares) | 377,775 | 377,000 | |||||
Issuance of treasury stock | $ 0 | $ 9,703 | (9,703) | ||||
Dividend | (87,629) | (87,629) | |||||
Other comprehensive income (loss) - net | 12,379 | 12,379 | |||||
Non-controlling interest | 143 | 143 | |||||
Net income for the period | 234,327 | ||||||
Net income for the period | 234,406 | 234,327 | 79 | ||||
Balance as of at Jun. 30, 2015 | 1,829,807 | $ 523 | |||||
Balance as of at Jun. 30, 2015 | $ 1,829,284 | $ 808,010 | $ (19,986) | $ 126,417 | $ 863,015 | $ 51,828 | |
Balance (in shares) at Jun. 30, 2015 | 122,293,000 | (626,000) |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Cash flows from operating activities: | |||
Net income for the period | $ 234,406 | $ 218,074 | $ 148,520 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization of intangible assets | 240,147 | 186,177 | 186,851 |
Share-based compensation expense | 22,047 | 19,906 | 15,575 |
Excess tax benefits on share-based compensation expense | (1,675) | (1,844) | (915) |
Pension expense | 4,796 | 3,232 | 1,448 |
Amortization of debt issuance costs | 4,556 | 3,191 | 2,123 |
Amortization of deferred charges and credits | 10,525 | 11,307 | 11,815 |
Loss on sale and write down of property and equipment | 1,368 | 15 | 24 |
Deferred taxes | (14,578) | (12,334) | (5,796) |
Release of unrealized gain on marketable securities to income | (3,098) | 0 | 0 |
Write off of unamortized debt issuance costs | 2,919 | 0 | 0 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 43,189 | (17,186) | 17,965 |
Prepaid expenses and other current assets | (3,534) | 11,146 | 4,242 |
Income taxes | 2,933 | 11,308 | (17,053) |
Deferred charges and credits | 0 | 9,870 | (9,274) |
Accounts payable and accrued liabilities | (22,714) | (36,478) | (41,947) |
Deferred revenue | 6,775 | 16,601 | 5,418 |
Other assets | (5,031) | (5,858) | (494) |
Net cash provided by operating activities | 523,031 | 417,127 | 318,502 |
Cash flows from investing activities: | |||
Additions of property and equipment | (77,046) | (42,268) | (23,107) |
Proceeds from maturity of short-term investments | 17,017 | 0 | 0 |
Purchase of patents | 0 | (192) | (192) |
Purchase consideration for prior period acquisitions | (590) | (887) | (875) |
Other investing activities | (10,574) | (2,547) | (3,750) |
Net cash used in investing activities | (398,395) | (1,153,368) | (374,394) |
Cash flows from financing activities: | |||
Excess tax benefits on share-based compensation expense | 1,675 | 1,844 | 915 |
Proceeds from issuance of Common Shares | 15,240 | 24,808 | 16,347 |
Equity issuance costs | 0 | (144) | 0 |
Purchase of Treasury Stock | (10,126) | (1,275) | 0 |
Proceeds from long-term debt | 800,000 | 800,000 | 0 |
Repayment of long-term debt | (530,284) | (45,911) | (30,677) |
Debt issuance costs | (18,271) | (16,685) | 0 |
Payments of dividends to shareholders | (87,629) | (74,693) | (17,703) |
Net cash used in (provided by) financing activities | 170,605 | 687,944 | (31,118) |
Foreign exchange gain (loss) on cash held in foreign currencies | (23,132) | 5,742 | (2,292) |
Increase (decrease) in cash and cash equivalents during the period | 272,109 | (42,555) | (89,302) |
Cash and cash equivalents at beginning of the period | 427,890 | 470,445 | 559,747 |
Cash and cash equivalents at end of the period | 699,999 | 427,890 | 470,445 |
Actuate Corporation [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (291,800) | 0 | 0 |
Informative Graphics Corporation [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (35,180) | 0 | 0 |
GXS Group, Inc. [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | (1,076,886) | 0 |
Cordys Holding BV [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | (30,588) | 0 |
EasyLink Services International Corporation [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | 0 | (315,331) |
Resonate KT Limited [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | 0 | (19,366) |
ICCM Professional Services Limited [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | 0 | (11,257) |
System Solutions Australia Pty Limited [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | 0 | (516) |
Spicer Corporation [Member] | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | $ (222) | $ 0 | $ 0 |
Basis Of Presentation
Basis Of Presentation | 12 Months Ended |
Jun. 30, 2015 | |
Basis Of Presentation [Abstract] | |
Basis Of Presentation | BASIS OF PRESENTATION The accompanying Consolidated Financial Statements include the accounts of Open Text Corporation and our subsidiaries, collectively referred to as "OpenText" or the "Company". We wholly own all our subsidiaries with the exception of Open Text South Africa Proprietary Ltd. (OT South Africa), GXS, Inc. (GXS Korea) and EC1 Pte. Ltd. (GXS Singapore), which as of June 30, 2015 , were 90% , 85% and 81% owned, respectively, by OpenText. These Consolidated Financial Statements are expressed in U.S. dollars and are prepared in accordance with United States generally accepted accounting principles (U.S. GAAP). The information furnished reflects all adjustments necessary for a fair presentation of the results for the periods presented and includes the financial results of Informative Graphics Corporation (IGC), with effect from January 2, 2015, and Actuate Corporation (Actuate), with effect from January 16, 2015 (see note 18). Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires us to make estimates, judgments and assumptions that affect the amounts reported in the Consolidated Financial Statements . These estimates, judgments and assumptions are evaluated on an ongoing basis. We base our estimates on historical experience and on various other assumptions that we believe are reasonable at that time, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from those estimates. In particular, significant estimates, judgments and assumptions include those related to: (i) revenue recognition, (ii) allowance for doubtful accounts, (iii) testing of goodwill for impairment, (iv) the valuation of acquired intangible assets, (v) the valuation of long-lived assets, (vi) the recognition of contingencies, (vii) restructuring accruals, (viii) acquisition accruals and pre-acquisition contingencies, (ix) asset retirement obligations, (x) the realization of investment tax credits, (xi) the valuation of stock options granted and obligations related to share-based payments, including the valuation of our long-term incentive plan, (xii) the valuation of financial instruments, (xiii) the valuation of pension assets and obligations, and (xiv) accounting for income taxes. Reclassifications Certain prior year balances have been reclassified to conform to the current year's presentation. During the fourth quarter of Fiscal 2015, we combined revenues from cloud services and revenues from subscriptions into one line item named " Cloud services and subscriptions " revenue. In addition, we have reclassified certain license revenue, customer support revenue and professional services revenue to “ Cloud services and subscriptions ” revenue to better align the nature of revenues that are now depicted under “ Cloud services and subscriptions ” revenue. As a result, revenue and cost of revenues previously reflected in "License", "Customer support" and "Professional services and other" were reclassified to “ Cloud services and subscriptions ”. These revenues and expenses have been reclassified in the Consolidated Statements of Income for Fiscal 2014 and Fiscal 2013 to conform with the current period presentation as follows: Fiscal year ended June 30, 2014 2013 Reclassifications within revenue Decrease to License $ (3,371 ) $ (6,613 ) Decrease to Professional services and other (8,960 ) — Increase to Cloud services and subscriptions 12,331 6,613 Reclassifications within cost of revenue Decrease to cost of revenue - License $ (201 ) $ (112 ) Decrease to cost of revenue - Customer support (1 ) (776 ) Decrease to cost of revenue - Professional services and other (6,992 ) (211 ) Increase to cost of revenue - Cloud services and subscriptions 7,194 1,099 For more details relating to the accounting policy for cloud services and subscriptions, please see note 2. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Accounting Policies Cash and cash equivalents Cash and cash equivalents include investments that have terms to maturity of three months or less. Cash equivalents are recorded at cost and typically consist of term deposits, commercial paper, certificates of deposit and short-term interest bearing investment-grade securities of major banks in the countries in which we operate. Short-Term Investments In accordance with Financial Accounting Standards Board (FASB), Accounting Standards Codification (ASC) Topic 320 "Investments - Debt and Equity Securities" (Topic 320) related to accounting for certain investments in debt and equity securities, and based on our intentions regarding these instruments, we classify our marketable securities as available for sale and account for these investments at fair value. Marketable securities consist primarily of high quality debt securities with original maturities over 90 days, and may include corporate notes, United States government agency notes and municipal notes. Allowance for doubtful accounts We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make payments. We evaluate the creditworthiness of our customers prior to order fulfillment and based on these evaluations, we adjust our credit limit to the respective customer. In addition to these evaluations, we conduct on-going credit evaluations of our customers' payment history and current creditworthiness. The allowance is maintained for 100% of all accounts deemed to be uncollectible and, for those receivables not specifically identified as uncollectible, an allowance is maintained for a specific percentage of those receivables based upon the aging of accounts, our historical collection experience and current economic expectations. To date, the actual losses have been within our expectations. No single customer accounted for more than 10% of the accounts receivable balance as of June 30, 2015 and 2014. Property and equipment Property and equipment are stated at the lower of cost or net realizable value, and shown net of depreciation which is computed on a straight-line basis over the estimated useful lives of the related assets. Gains and losses on asset disposals are taken into income in the year of disposition. Fully depreciated property and equipment are retired from the balance sheet when they are no longer in use. We did not recognize any significant property impairment charges in Fiscal 2015, Fiscal 2014, or Fiscal 2013. The following represents the estimated useful lives of property and equipment: Furniture and fixtures 5 years Office equipment 5 years Computer hardware 3 years Computer software 3 years Capitalized software 5 years Leasehold improvements Lesser of the lease term or 5 years Building 40 years Capitalized Software We capitalize software development costs in accordance with FASB ASC Topic 350-40 – Accounting for the Costs of Computer Software Developed or Obtained for Internal-Use. We capitalize costs for software to be used internally when we enter the application development stage. This occurs when we complete the preliminary project stage, management authorizes and commits to funding the project, and it is feasible that the project will be completed and the software will perform the intended function. We cease to capitalize costs related to a software project when it enters the post implementation and operation stage. If different determinations are made with respect to the state of development of a software project, then the amount capitalized and the amount charged to expense for that project could differ materially. Costs capitalized during the application development stage consist of payroll and related costs for employees who are directly associated with, and who devote time directly to, a project to develop software for internal use. We also capitalize the direct costs of materials and services, which generally includes outside contractors, and interest. We do not capitalize any general and administrative or overhead costs or costs incurred during the application development stage related to training or data conversion costs. Costs related to upgrades and enhancements to internal-use software, if those upgrades and enhancements result in additional functionality, are capitalized. If upgrades and enhancements do not result in additional functionality, those costs are expensed as incurred. If different determinations are made with respect to whether upgrades or enhancements to software projects would result in additional functionality, then the amount capitalized and the amount charged to expense for that project could differ materially. We amortize capitalized costs with respect to development projects for internal-use software when the software is ready for use. The capitalized software development costs are generally amortized using the straight-line method over a 5-year period. In determining and reassessing the estimated useful life over which the cost incurred for the software should be amortized, we consider the effects of obsolescence, technology, competition and other economic factors. If different determinations are made with respect to the estimated useful life of the software, the amount of amortization charged in a particular period could differ materially. As of June 30, 2015 and 2014 our capitalized software development costs were $38.6 million and $20.0 million , respectively. Our additions, relating to capitalized software development costs, incurred during Fiscal 2015 and Fiscal 2014 were $18.6 million and $20.0 million , respectively. Acquired intangibles Acquired intangibles consist of acquired technology and customer relationships associated with various acquisitions. Acquired technology is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of software products acquired on acquisitions. We amortize acquired technology over its estimated useful life on a straight-line basis. Customer relationships represent relationships that we have with customers of the acquired companies and are either based upon contractual or legal rights or are considered separable; that is, capable of being separated from the acquired entity and being sold, transferred, licensed, rented or exchanged. These customer relationships are initially recorded at their fair value based on the present value of expected future cash flows. We amortize customer relationships on a straight-line basis over their estimated useful lives. We continually evaluate the remaining estimated useful life of our intangible assets being amortized to determine whether events and circumstances warrant a revision to the remaining period of amortization. Impairment of long-lived assets We account for the impairment and disposition of long-lived assets in accordance with ASC Topic 360, “Property, Plant, and Equipment” (Topic 360). We test long-lived assets or asset groups, such as property and equipment and definite lived intangible assets, for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant adverse changes in the business climate or legal factors; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and a current expectation that the asset will more likely than not be sold or disposed of before the end of its estimated useful life. Recoverability is assessed based on comparing the carrying amount of the asset to the aggregate pre-tax undiscounted cash flows expected to result from the use and eventual disposal of the asset or asset group. Impairment is recognized when the carrying amount is not recoverable and exceeds the fair value of the asset or asset group. The impairment loss, if any, is measured as the amount by which the carrying amount exceeds fair value, which for this purpose is based upon the discounted projected future cash flows of the asset or asset group. We have not recorded any impairment charges for long-lived assets during Fiscal 2015, Fiscal 2014 and Fiscal 2013. Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is periodically reviewed for impairment (at a minimum annually) and whenever events or changes in circumstances indicate that the carrying value of this asset may not be recoverable. Our operations are analyzed by management and our chief operating decision maker (CODM) as being part of a single industry segment: the design, development, marketing and sales of Enterprise Information Management software and solutions. Therefore, our goodwill impairment assessment is based on the allocation of goodwill to a single reporting unit. We perform a qualitative assessment to test our reporting unit's goodwill for impairment. Based on our qualitative assessment, if we determine that the fair value of our reporting unit is more likely than not (i.e., a likelihood of more than 50 percent) to be less than its carrying amount, the two step impairment test is performed. In the first step, we compare the fair value of our reporting unit to its carrying value. If the fair value of the reporting unit exceeds its carrying value, goodwill is not considered impaired and we are not required to perform further testing. If the carrying value of the net assets of our reporting unit exceeds its fair value, then we must perform the second step of the two step impairment test in order to determine the implied fair value of our reporting unit's goodwill. If the carrying value our reporting unit's goodwill exceeds its implied fair value, then an impairment loss equal to the difference would be recorded. Our annual impairment analysis of goodwill was performed as of April 1, 2015. Our qualitative assessment indicated that there were no indications of impairment and therefore there was no impairment of goodwill required to be recorded for Fiscal 2015 (no impairments were recorded for Fiscal 2014 and Fiscal 2013). Derivative financial instruments We use derivative financial instruments to manage foreign currency rate risk. We account for these instruments in accordance with ASC Topic 815, “Derivatives and Hedging” (Topic 815), which requires that every derivative instrument be recorded on the balance sheet as either an asset or liability measured at its fair value as of the reporting date. Topic 815 also requires that changes in our derivative financial instruments' fair values be recognized in earnings; unless specific hedge accounting and documentation criteria are met (i.e. the instruments are accounted for as hedges). We recorded the effective portions of the gain or loss on derivative financial instruments that were designated as cash flow hedges in accumulated other comprehensive income in our accompanying Consolidated Balance Sheets. Any ineffective or excluded portion of a designated cash flow hedge, if applicable, was recognized in our Consolidated Statements of Income . Asset retirement obligations We account for asset retirement obligations in accordance with ASC Topic 410, “Asset Retirement and Environmental Obligations” (Topic 410), which applies to certain obligations associated with “leasehold improvements” within our leased office facilities. Topic 410 requires that a liability be initially recognized for the estimated fair value of the obligation when it is incurred. The associated asset retirement cost is capitalized as part of the carrying amount of the long-lived asset and depreciated over the remaining life of the underlying asset and the associated liability is accreted to the estimated fair value of the obligation at the settlement date through periodic accretion charges recorded within general and administrative expenses. When the obligation is settled, any difference between the final cost and the recorded amount is recognized as income or loss on settlement in our Consolidated Statements of Income . Business combinations We apply the provisions of ASC Topic 805, “Business Combinations” (Topic 805), in the accounting for our acquisitions. It requires us to recognize separately from goodwill, the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, our estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded to our Consolidated Statements of Income . Costs to exit or restructure certain activities of an acquired company or our internal operations are accounted for as one-time termination and exit costs pursuant to ASC Topic 420, “Exit or Disposal Cost Obligations” (Topic 420) and are accounted for separately from the business combination. For a given acquisition, we generally identify certain pre-acquisition contingencies as of the acquisition date and may extend our review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether we include these contingencies as a part of the purchase price allocation and, if so, to determine the estimated amounts. If we determine that a pre-acquisition contingency (non-income tax related) is probable in nature and estimable as of the acquisition date, we record our best estimate for such a contingency as a part of the preliminary purchase price allocation. We often continue to gather information and evaluate our pre-acquisition contingencies throughout the measurement period and if we make changes to the amounts recorded or if we identify additional pre-acquisition contingencies during the measurement period, such amounts will be included in the purchase price allocation during the measurement period and, subsequently, in our results of operations. Uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. We review these items during the measurement period as we continue to actively seek and collect information relating to facts and circumstances that existed at the acquisition date. Changes to these uncertain tax positions and tax related valuation allowances made subsequent to the measurement period, or if they relate to facts and circumstances that did not exist at the acquisition date, are recorded in our provision for income taxes in our Consolidated Statements of Income . Revenue recognition License revenues We recognize revenues in accordance with ASC Topic 985-605, “Software Revenue Recognition” (Topic 985-605). We record product revenues from software licenses and products when persuasive evidence of an arrangement exists, the software product has been shipped, there are no significant uncertainties surrounding product acceptance by the customer, the fees are fixed and determinable, and collection is considered probable. We use the residual method to recognize revenues on delivered elements when a license agreement includes one or more elements to be delivered at a future date if evidence of the fair value of all undelivered elements exists. If an undelivered element for the arrangement exists under the license arrangement, revenues related to the undelivered element is deferred based on vendor-specific objective evidence (VSOE) of the fair value of the undelivered element. Our multiple-element sales arrangements include arrangements where software licenses and the associated post contract customer support (PCS) are sold together. We have established VSOE of the fair value of the undelivered PCS element based on the contracted price for renewal PCS included in the original multiple element sales arrangement, as substantiated by contractual terms and our significant PCS renewal experience, from our existing worldwide base. Our multiple element sales arrangements generally include irrevocable rights for the customer to renew PCS after the bundled term ends. The customer is not subject to any economic or other penalty for failure to renew. Further, the renewal PCS options are for services comparable to the bundled PCS and cover similar terms. It is our experience that customers generally exercise their renewal PCS option. In the renewal transaction, PCS is sold on a stand-alone basis to the licensees one year or more after the original multiple element sales arrangement. The exercised renewal PCS price is consistent with the renewal price in the original multiple element sales arrangement, although an adjustment to reflect consumer price changes is common. If VSOE of fair value does not exist for all undelivered elements, all revenues are deferred until sufficient evidence exists or all elements have been delivered. We assess whether payment terms are customary or extended in accordance with normal practice relative to the market in which the sale is occurring. Our sales arrangements generally include standard payment terms. These terms effectively relate to all customers, products, and arrangements regardless of customer type, product mix or arrangement size. Exceptions are only made to these standard terms for certain sales in parts of the world where local practice differs. In these jurisdictions, our customary payment terms are in line with local practice. Cloud services and subscriptions revenues Cloud services and subscription revenues consist of (i) software as a service offerings (ii) managed service arrangements and (iii) subscription revenues relating to on premise offerings. The customer contracts for each of these three offerings are long term contracts (greater than twelve months) and are based on the customer’s usage over the contract period. The revenue associated with such contracts is recognized once usage has been measured, the fee fixed and determinable and collection is probable. In certain managed services arrangements, we sell transaction processing along with implementation and start-up services. The implementation and start-up services do not have stand-alone value and, therefore, they do not qualify as separate units of accounting and are not separated. We believe these services do not have stand-alone value as the customer only receives value from these services in conjunction with the use of the related transaction processing service, we do not sell such services separately, and the output of such services cannot be re-sold by the customer. Revenues related to implementation and start-up services are recognized over the longer of the contract term or the estimated customer life. In some arrangements, we also sell professional services which do have stand-alone value and can be separated from other elements in the arrangement. The revenue related to these services is recognized as the service is performed. In some arrangements, we also sell professional services as a separate single element arrangement. The revenue related to these services is recognized as the service is performed. We defer all direct and relevant costs associated with implementation of long-term customer contracts to the extent such costs can be recovered through guaranteed contract revenues. Service revenues Service revenues consist of revenues from consulting, implementation, training and integration services. These services are set forth separately in the contractual arrangements such that the total price of the customer arrangement is expected to vary as a result of the inclusion or exclusion of these services. For those contracts where the services are not essential to the functionality of any other element of the transaction, we determine VSOE of fair value for these services based upon normal pricing and discounting practices for these services when sold separately. These consulting and implementation services contracts are primarily time and materials based contracts that are, on average, less than six months in length. Revenues from these services are recognized at the time such services are performed. We also enter into contracts that are primarily fixed fee arrangements wherein the services are not essential to the functionality of a software element. In such cases, the proportional performance method is applied to recognize revenues. Revenues from training and integration services are recognized in the period in which these services are performed. Customer support revenues Customer support revenues consist of revenues derived from contracts to provide PCS to license holders. These revenues are recognized ratably over the term of the contract. Advance billings of PCS are not recorded to the extent that the term of the PCS has not commenced and payment has not been received. Deferred revenues Deferred revenues primarily relate to support agreements which have been paid for by customers prior to the performance of those services. Generally, the services will be provided in the twelve months after the signing of the agreement. Long-term sales contracts We entered into certain long-term sales contracts involving the sale of integrated solutions that include the modification and customization of software and the provision of services that are essential to the functionality of the other elements in this arrangement. As prescribed by ASC Topic 985-605, we recognize revenues from such arrangements in accordance with the contract accounting guidelines in ASC Topic 605-35, “Construction-Type and Production-Type Contracts” (Topic 605-35), after evaluating for separation of any non-Topic 605-35 elements in accordance with the provisions of ASC Topic 605-25, “Multiple-Element Arrangements” (Topic 605-25). When circumstances exist that allow us to make reasonably dependable estimates of contract revenues, contract costs and the progress of the contract to completion, we account for sales under such long-term contracts using the percentage-of-completion (POC) method of accounting. Under the POC method, progress towards completion of the contract is measured based upon either input measures or output measures. We measure progress towards completion based upon an input measure and calculate this as the proportion of the actual hours incurred compared to the total estimated hours. For training and integration services rendered under such contracts, revenues are recognized as the services are rendered. We will review, on a quarterly basis, the total estimated remaining costs to completion for each of these contracts and apply the impact of any changes on the POC prospectively. If at any time we anticipate that the estimated remaining costs to completion will exceed the value of the contract, the resulting loss will be recognized immediately. When circumstances exist that prevent us from making reasonably dependable estimates of contract revenues, we account for sales under such long-term contracts using the completed contract method. Sales to resellers and channel partners We execute certain sales contracts through resellers and distributors (collectively, resellers) and also large, well-capitalized partners such as SAP AG and Accenture Inc. (collectively, channel partners). We recognize revenues relating to sales through resellers and channel partners when all the recognition criteria have been met, in other words, persuasive evidence of an arrangement exists, delivery has occurred in the reporting period, the fee is fixed and determinable, and collectability is probable. In addition we assess the creditworthiness of each reseller and if the reseller is newly formed, undercapitalized or in financial difficulty any revenues expected to emanate from such resellers are deferred and recognized only when cash is received and all other revenue recognition criteria are met. Rights of return and other incentives We do not generally offer rights of return or any other incentives such as concessions, product rotation, or price protection and, therefore, do not provide for or make estimates of rights of return and similar incentives. Research and development costs Research and development costs internally incurred in creating computer software to be sold, licensed or otherwise marketed are expensed as incurred unless they meet the criteria for deferral and amortization, as described in ASC Topic 985-20, “Costs of Software to be Sold, Leased, or Marketed” (Topic 985-20). In accordance with Topic 985-20, costs related to research, design and development of products are charged to expenses as incurred and capitalized between the dates that the product is considered to be technologically feasible and is considered to be ready for general release to customers. In our historical experience, the dates relating to the achievement of technological feasibility and general release of the product have substantially coincided. In addition, no significant costs are incurred subsequent to the establishment of technological feasibility. As a result, we do not capitalize any research and development costs relating to internally developed software to be sold, licensed or otherwise marketed. Income taxes We account for income taxes in accordance with ASC Topic 740, “Income Taxes” (Topic 740). Deferred tax assets and liabilities arise from temporary differences between the tax bases of assets and liabilities and their reported amounts in the Consolidated Financial Statements that will result in taxable or deductible amounts in future years. These temporary differences are measured using enacted tax rates. A valuation allowance is recorded to reduce deferred tax assets to the extent that we consider it is more likely than not that a deferred tax asset will not be realized. In determining the valuation allowance, we consider factors such as the reversal of deferred income tax liabilities, projected taxable income, and the character of income tax assets and tax planning strategies. A change to these factors could impact the estimated valuation allowance and income tax expense. We account for our uncertain tax provisions by using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, based solely on the technical merits, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the appropriate amount of the benefit to recognize. The amount of benefit to recognize is measured as the maximum amount which is more likely than not to be realized. The tax position is derecognized when it is no longer more likely than not that the position will be sustained on audit. On subsequent recognition and measurement the maximum amount which is more likely than not to be recognized at each reporting date will represent the Company's best estimate, given the information available at the reporting date, although the outcome of the tax position is not absolute or final. We recognize both accrued interest and penalties related to liabilities for income taxes within the "Provision for Income Taxes" line of our Consolidated Statements of Income (see note 14 for more details). Fair value of financial instruments Carrying amounts of certain financial instruments, including cash and cash equivalents, accounts receivable and accounts payable (trade and accrued liabilities) approximate their fair value due to the relatively short period of time between origination of the instruments and their expected realization. The fair value of our total long-term debt approximates its carrying value. We apply the provisions of ASC 820, “Fair Value Measurements and Disclosures”, to our derivative financial instruments that we are required to carry at fair value pursuant to other accounting standards (see note 15 for more details). Foreign currency Our Consolidated Financial Statements are presented in U.S. dollars. In general, the functional currency of our subsidiaries is the local currency. For each subsidiary, assets and liabilities denominated in foreign currencies are translated into U.S dollars at the exchange rates in effect at the balance sheet dates and revenues and expenses are translated at the average exchange rates prevailing during the month of the transaction. The effect of foreign currency translation adjustments not affecting net income are included in Shareholders' equity under the “Cumulative translation adjustment” account as a component of “Accumulated other comprehensive income”. Transactional foreign currency gains (losses) included in the Consolidated Statements of Income under the line item “Other income (expense) net” for Fiscal 2015, Fiscal 2014 and Fiscal 2013 were $(31.0) million , $4.0 million and $(2.6) million , respectively. Restructuring charges We record restructuring charges relating to contractual lease obligations and other exit costs in accordance with ASC Topic 420, “Exit or Disposal Cost Obligations” (Topic 420). Topic 420 requires that a liability for a cost associated with an exit or disposal activity be recognized and measured initially at its fair value in the period in which the liability is incurred. In order to incur a liability pursuant to Topic 420, our management must have established and approved a plan of restructuring in sufficient detail. A liability for a cost associated with involuntary termination benefits is recorded when benefits have been communicated and a liability for a cost to terminate an operating lease or other contract is incurred, when the contract has been terminated in accordance with the contract terms or we have ceased using the right conveyed by the contract, such as vacating a leased facility. The recognition of restructuring charges requires us to make certain judgments regarding the nature, timing and amount associated with the planned restructuring activities, including estimating sub-lease income and the net recoverable amount of equipment to be disposed of. At the end of each reporting period, we evaluate the appropriateness of the remaining accrued balances (see note 17 for more details). Litigation We are currently involved in various claims and legal proceedings. Quarterly, we review the status of each significant legal matter and evaluate such matters to determine how they should be treated for accounting and disclosure purposes in accordance with the requirements of ASC Topic 450-20 "Loss Contingencies" (Topic 450-20). Specifically, this evaluation process includes the centralized tracking and itemization of the status of all our disputes and litigation items, discussing the nature of any litigation and claim, including any dispute or claim that is reasonably likely to result in litigation, with relevant internal and external counsel, and assessing the progress of each matter in light of its merits and our experience with similar proceedings under similar circumstances. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, we accrue a liability for the estimated loss in accordance with Topic 450-20. As of the date of this filing on Form 10-K for the year ended June 30, 2015, we do not believe that the outcomes of any of these matters, individually or in the aggregate, will result in losses that are materially in excess of amounts already recognized (see note 13 for more details). Net income per share Basic net income per share is computed using the weighted average number of Common Shares outstanding including contingently issuable shares where the contingency has been resolved. Diluted net income per share is computed using the weighted average number of Common Shares and stock equivalents outstanding using the treasury stock method during the year (see note 2 |
Allowance For Doubtful Accounts
Allowance For Doubtful Accounts | 12 Months Ended |
Jun. 30, 2015 | |
Allowance For Doubtful Accounts [Abstract] | |
Allowance For Doubtful Accounts | ALLOWANCE FOR DOUBTFUL ACCOUNTS Balance as of June 30, 2012 $ 5,655 Bad debt expense 2,431 Write-off /adjustments (3,215 ) Balance as of June 30, 2013 4,871 Bad debt expense 3,081 Write-off /adjustments (3,225 ) Balance as of June 30, 2014 4,727 Bad debt expense 5,346 Write-off /adjustments (4,086 ) Balance as of June 30, 2015 $ 5,987 Included in accounts receivable are unbilled receivables in the amount of $26.7 million as of June 30, 2015 ( June 30, 2014 — $41.7 million ). |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | PROPERTY AND EQUIPMENT As of June 30, 2015 Cost Accumulated Depreciation Net Furniture and fixtures $ 17,571 $ (11,334 ) $ 6,237 Office equipment 1,532 (879 ) 653 Computer hardware 110,076 (72,479 ) 37,597 Computer software 37,981 (17,525 ) 20,456 Capitalized software development costs 38,576 (7,353 ) 31,223 Leasehold improvements 53,391 (29,458 ) 23,933 Land and buildings 47,525 (7,205 ) 40,320 Total $ 306,652 $ (146,233 ) $ 160,419 As of June 30, 2014 Cost Accumulated Depreciation Net Furniture and fixtures $ 16,089 $ (8,856 ) $ 7,233 Office equipment 1,573 (869 ) 704 Computer hardware 90,469 (55,433 ) 35,036 Computer software 28,556 (10,656 ) 17,900 Capitalized software development costs 19,965 (1,542 ) 18,423 Leasehold improvements 45,934 (24,251 ) 21,683 Land and buildings 47,149 (5,867 ) 41,282 Total $ 249,735 $ (107,474 ) $ 142,261 |
Goodwill
Goodwill | 12 Months Ended |
Jun. 30, 2015 | |
Goodwill [Abstract] | |
Goodwill | GOODWILL Goodwill is recorded when the consideration paid for an acquisition of a business exceeds the fair value of identifiable net tangible and intangible assets. The following table summarizes the changes in goodwill since June 30, 2013: Balance as of June 30, 2013 $ 1,246,872 Acquisition of Cordys Holding BV (note 18) 18,589 Acquisition of GXS Group, Inc. (note 18) 672,765 Adjustments relating to prior acquisitions 1,856 Balance as of June 30, 2014 $ 1,940,082 Acquisition of Informative Graphics Corporation (note 18) 23,936 Acquisition of Actuate Corporation (note 18) 197,352 Adjustments relating to prior acquisitions 222 Balance as of June 30, 2015 $ 2,161,592 |
Acquired Intangible Assets
Acquired Intangible Assets | 12 Months Ended |
Jun. 30, 2015 | |
Acquired Intangible Assets [Abstract] | |
Acquired Intangible Assets | ACQUIRED INTANGIBLE ASSETS As of June 30, 2015 Cost Accumulated Amortization Net Technology Assets $ 428,724 $ (210,862 ) $ 217,862 Customer Assets 716,525 (254,908 ) 461,617 Total $ 1,145,249 $ (465,770 ) $ 679,479 As of June 30, 2014 Cost Accumulated Amortization Net Technology Assets $ 369,376 $ (143,213 ) $ 226,163 Customer Assets 668,825 (169,670 ) 499,155 Total $ 1,038,201 $ (312,883 ) $ 725,318 The above balances for Fiscal 2015 have been adjusted to reflect the impact of intangible assets relating to acquisitions where the gross cost has been fully amortized. The impact of this resulted in a reduction of $13.4 million related to Technology Assets and $23.0 million related to Customer Assets. The above balances for Fiscal 2014 have been adjusted to reflect the impact of intangible assets relating to acquisitions where the gross cost has been fully amortized. The impact of this resulted in a reduction of $329.8 million related to Technology Assets and $205.4 million related to Customer Assets. The weighted average amortization periods for acquired technology and customer intangible assets are approximately five years and six years, respectively. The following table shows the estimated future amortization expense for the fiscal years indicated below. This calculation assumes no future adjustments to acquired intangible assets: Fiscal years ending June 30, 2016 $ 181,453 2017 164,266 2018 151,573 2019 124,404 2020 and beyond 57,783 Total $ 679,479 |
Other Assets
Other Assets | 12 Months Ended |
Jun. 30, 2015 | |
Other Assets, Noncurrent Disclosure [Abstract] | |
Other Assets | OTHER ASSETS As of June 30, 2015 As of June 30, 2014 Debt issuance costs $ 30,630 $ 19,834 Deposits and restricted cash 12,137 14,251 Deferred implementation costs 13,736 5,409 Cost basis investments 11,386 7,276 Marketable securities 9,108 — Long-term prepaid expenses and other long-term assets 8,579 5,271 Total $ 85,576 $ 52,041 Debt issuance costs relate primarily to costs incurred for the purpose of obtaining our credit facilities and the Senior Notes (as defined in note 10 below), and are being amortized over the respective terms of the Credit Agreement and the Indenture. During the year ended June 30, 2015 we wrote off $2.9 million of unamortized debt issuance costs associated with the repayment of Term Loan A (see note 10). Deposits and restricted cash relate to security deposits provided to landlords in accordance with facility lease agreements and cash restricted per the terms of contractual-based agreements. Deferred implementation costs relate to deferred direct and relevant costs on implementation of long-term contracts, to the extent such costs can be recovered through guaranteed contract revenues. Marketable securities are classified as available for sale securities and are recorded on our Consolidated Balance Sheets at fair value with unrealized gains or losses reported as a separate component of Accumulated Other Comprehensive Income. Cost basis investments relate to investments for which the Company holds less than a 20% interest, is a limited partner and does not exert significant influence over operational or investment decisions. Long-term prepaid expenses and other long-term assets primarily relate to advance payments on long-term licenses that are being amortized over the applicable terms of the licenses. |
Deferred Charges And Credits
Deferred Charges And Credits | 12 Months Ended |
Jun. 30, 2015 | |
Deferred Costs [Abstract] | |
Deferred Charges And Credits | DEFERRED CHARGES AND CREDITS Deferred charges and credits relate to cash taxes payable and the elimination of deferred tax balances relating to legal entity consolidations completed as part of internal reorganizations of our international subsidiaries. Deferred charges and credits are amortized to income tax expense over a period of 6 to 15 years. |
Accounts Payable And Accrued Li
Accounts Payable And Accrued Liabilities | 12 Months Ended |
Jun. 30, 2015 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Accounts Payable And Accrued Liabilities | ACCOUNTS PAYABLE AND ACCRUED LIABILITIES Current liabilities Accounts payable and accrued liabilities are comprised of the following: As of June 30, 2015 As of June 30, 2014 Accounts payable—trade $ 15,558 $ 16,025 Accrued salaries and commissions 83,888 80,991 Accrued liabilities 107,870 121,558 Accrued interest on Senior Notes 20,625 — Amounts payable in respect of restructuring and other Special charges (note 17) 12,065 11,694 Asset retirement obligations 1,364 1,686 Total $ 241,370 $ 231,954 Long-term accrued liabilities As of June 30, 2015 As of June 30, 2014 Amounts payable in respect of restructuring and other Special charges (note 17) $ 2,034 $ 4,531 Other accrued liabilities* 24,826 29,331 Asset retirement obligations 7,822 8,137 Total $ 34,682 $ 41,999 * Other accrued liabilities consist primarily of tenant allowances, deferred rent and lease fair value adjustments relating to certain facilities acquired through business acquisitions. Asset retirement obligations We are required to return certain of our leased facilities to their original state at the conclusion of our lease. We have accounted for such obligations in accordance with ASC Topic 410 “Asset Retirement and Environmental Obligations” (Topic 410). As of June 30, 2015 , the present value of this obligation was $9.2 million ( June 30, 2014 — $9.8 million ), with an undiscounted value of $9.8 million ( June 30, 2014 — $10.4 million ). |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jun. 30, 2015 | |
Long-term Debt, Unclassified [Abstract] | |
Long-Term Debt | LONG-TERM DEBT Long-term debt Long-term debt is comprised of the following: As of June 30, 2015 As of June 30, 2014 Total debt Senior Notes $ 800,000 $ — Term Loan A — 513,750 Term Loan B 788,000 796,000 Mortgage — 9,582 1,588,000 1,319,332 Less: Current portion of long-term debt Term Loan A — 45,000 Term Loan B 8,000 8,000 Mortgage — 9,582 8,000 62,582 Non-current portion of long-term debt $ 1,580,000 $ 1,256,750 Senior Unsecured Fixed Rate Notes On January 15, 2015, we issued $800 million in aggregate principal amount of our 5.625% Senior Notes due 2023 (Senior Notes) in a private placement to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (Securities Act), and to certain persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes bear interest at a rate of 5.625% per annum, payable semi-annually in arrears on January 15 and July 15, commencing on July 15, 2015. Senior Notes will mature on January 15, 2023, unless earlier redeemed, in accordance with their terms, or repurchased. For the year ended June 30, 2015 , we recorded interest expense of $20.6 million relating to Senior Notes. Term Loan A and Revolver Prior to January 15, 2015, one of our credit facilities consisted of a $600 million term loan facility (Term Loan A) and a $300 million committed revolving credit facility (the Revolver and, together with Term Loan A, defined as the 2011 Credit Agreement). On January 15, 2015, concurrently with the closing of the offering of Senior Notes, we used a portion of the net proceeds from the offering of Senior Notes to repay in full, the outstanding balance of Term Loan A. Term Loan A had a five year term and repayments made under Term Loan A were equal to 1.25% of the original principal amount at each quarter for the first 2 years, approximately 1.88% for years 3 and 4 and 2.5% for year 5. Term Loan A bore interest at a floating rate of LIBOR plus a fixed amount, depending on our consolidated leverage ratio. Prior to the repayment of Term Loan A, the fixed amount was 2.5% . For the year ended June 30, 2015 , we recorded interest expense of $7.7 million relating to Term Loan A ( June 30, 2014 — $13.7 million , June 30, 2013— $15.5 million ). On January 15, 2015, concurrently with the closing of the offering of the Senior Notes and effective upon the repayment in full of Term Loan A with a portion of the net proceeds of the offering, the 2011 Credit Agreement was amended and restated as described in the second amendment to the 2011 Credit Agreement to, among other things, remove the provisions related to Term Loan A and modify certain provisions related to the incurrence of debt and liens and the making of acquisitions, investments and restricted payments, replace the covenants to maintain a “consolidated leverage” ratio of no more than 3 :1 and a “consolidated interest coverage” ratio of 3 :1 or more with a covenant to maintain a “consolidated net leverage” ratio of no more than 4 :1, and make other changes, in each case, generally to conform with Term Loan B, as further described below. Borrowings under the Revolver are secured by a first charge over substantially all of our assets, and as of January 16, 2014, on a pari passu basis with Term Loan B (as defined below). As part of the second amendment to the 2011 Credit Agreement, the commitments available under the Revolver was increased to $300 million from $100 million . The Revolver will mature on December 22, 2019 with no fixed repayment date prior to the end of the term. As of June 30, 2015 , we have not drawn any amounts on the Revolver. Term Loan B In connection with the acquisition of GXS Group, Inc. (GXS), on January 16, 2014, we entered into a credit facility, which provides for a $800 million term loan facility (Term Loan B). Borrowings under Term Loan B are secured by a first charge over substantially all of our assets on a pari passu basis with the Revolver. We entered into Term Loan B and borrowed the full amount on January 16, 2014. Term Loan B has a seven year term and repayments made under Term Loan B are equal to 0.25% of the original principal amount in equal quarterly installments for the life of Term Loan B, with the remainder due at maturity. Borrowings under Term Loan B currently bear a floating rate of interest at a rate per annum equal to 2.5% plus the higher of LIBOR or 0.75% . For the year ended June 30, 2015 , we recorded interest expense of $26.1 million relating to Term Loan B ( June 30, 2014 — $11.9 million ). Mortgage During the fourth quarter of Fiscal 2015, we repaid in full the outstanding balance of our mortgage of $7.8 million . The original principal amount of the mortgage was Canadian $15.0 million and interest accrued monthly at a variable rate of Canadian prime plus 0.50% . For the year ended June 30, 2015 , we recorded interest expense of approximately $0.3 million relating to the mortgage ( June 30, 2014 — $0.3 million , June 30, 2013— $0.4 million ). |
Pension Plans And Other Post Re
Pension Plans And Other Post Retirement Benefits | 12 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension Plans And Other Post Retirement Benefits | PENSION PLANS AND OTHER POST RETIREMENT BENEFITS The following table provides details of our defined benefit pension plans and long-term employee benefit obligations for Open Text Document Technologies GmbH (CDT), GXS GmbH ( GXS GER ) and GXS Philippines, Inc. ( GXS PHP ) as of June 30, 2015 and June 30, 2014 : As of June 30, 2015 Total benefit obligation Current portion of benefit obligation* Non-current portion of benefit obligation CDT defined benefit plan $ 26,091 $ 575 $ 25,516 GXS Germany defined benefit plan 22,420 774 21,646 GXS Philippines defined benefit plan 7,025 26 6,999 Other plans 2,751 175 2,576 Total $ 58,287 $ 1,550 $ 56,737 As of June 30, 2014 Total benefit obligation Current portion of benefit obligation* Non-current portion of benefit obligation CDT defined benefit plan $ 29,344 $ 634 $ 28,710 GXS Germany defined benefit plan 24,182 917 23,265 GXS Philippines defined benefit plan 5,276 — 5,276 Other plans 3,148 99 3,049 Total $ 61,950 $ 1,650 $ 60,300 * The current portion of the benefit obligation has been included within "Accounts payable and accrued liabilities" in the Consolidated Balance Sheets . Defined Benefit Plans CDT Plan CDT sponsors an unfunded defined benefit pension plan covering substantially all CDT employees (CDT pension plan) which provides for old age, disability and survivors’ benefits. Benefits under the CDT pension plan are generally based on age at retirement, years of service and the employee’s annual earnings. The net periodic cost of this pension plan is determined using the projected unit credit method and several actuarial assumptions, the most significant of which are the discount rate and estimated service costs. No contributions have been made since the inception of the plan. Actuarial gains or losses in excess of 10% of the projected benefit obligation are being amortized and recognized as a component of net periodic benefit costs over the average remaining service period of the plan's active employees. There is approximately $0.4 million in accumulated other comprehensive income related to the CDT pension plan that is expected to be recognized as a component of net periodic benefit costs over the next fiscal year. GXS Germany Plan As part of our acquisition of GXS, we acquired an unfunded defined benefit pension plan covering certain German employees which provides for old age, disability and survivors' benefits. The GXS GER plan has been closed to new participants since 2006. Benefits under the GXS GER plan are generally based on a participant’s remuneration, date of hire, years of eligible service and age at retirement. The net periodic cost of this pension plan is determined using the projected unit credit method and several actuarial assumptions, the most significant of which are the discount rate and estimated service costs. No contributions have been made since the inception of the plan. If actuarial gains or losses are in excess of 10% of the projected benefit obligation, such gains or losses will be amortized and recognized as a component of net periodic benefit costs over the average remaining service period of the plan’s active employees. All information presented below for the GXS GER plan is presented for the period indicated, starting on January 16, 2014, when such plan was assumed by us with the acquisition of GXS. GXS Philippines Plan As part of our acquisition of GXS, we acquired a primarily unfunded defined benefit pension plan covering substantially all of the GXS Philippines employees which provides for retirement, disability and survivors' benefits. Benefits under the GXS PHP plan are generally based on a participant’s remuneration, years of eligible service and age at retirement. The net periodic cost of this pension plan is determined using the projected unit credit method and several actuarial assumptions, the most significant of which are the discount rate and estimated service costs. Aside from an initial contribution which had a fair value of approximately $33.0 thousand as of June 30, 2015 , no additional contributions have been made since the inception of the plan. If actuarial gains or losses are in excess of 10% of the projected benefit obligation, such gains or losses will be amortized and recognized as a component of net periodic benefit costs over the average remaining service period of the plan’s active employees. All information presented below for the GXS PHP plan is presented for the period indicated, starting on January 16, 2014, when such plan was assumed by us with the acquisition of GXS. The following are the details of the change in the benefit obligation for each of the above mentioned pension plans for the periods indicated: As of June 30, 2015 As of June 30, 2014 CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Benefit obligation—beginning of period $ 29,344 $ 24,182 $ 5,276 $ 58,802 $ 23,871 $ 23,637 * $ 5,182 * $ 52,690 Service cost 452 360 1,518 2,330 458 173 724 1,355 Interest cost 735 625 289 1,649 877 408 125 1,410 Benefits paid (495 ) (793 ) (78 ) (1,366 ) (522 ) (461 ) (66 ) (1,049 ) Actuarial (gain) loss 1,676 2,701 201 4,578 3,595 452 (818 ) 3,229 Foreign exchange (gain) loss (5,621 ) (4,655 ) (181 ) (10,457 ) 1,065 (27 ) 129 1,167 Benefit obligation—end of period 26,091 22,420 7,025 55,536 29,344 24,182 5,276 58,802 Less: Current portion (575 ) (774 ) (26 ) (1,375 ) (634 ) (917 ) — (1,551 ) Non-current portion of benefit obligation $ 25,516 $ 21,646 $ 6,999 $ 54,161 $ 28,710 $ 23,265 $ 5,276 $ 57,251 * Beginning benefit obligation as of January 16, 2014. The following are details of net pension expense relating to the following pension plans: Year Ended June 30, 2015 2014 2013 CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Pension expense: Service cost $ 452 $ 360 $ 1,518 $ 2,330 $ 458 $ 173 $ 724 $ 1,355 $ 457 $ — $ — $ 457 Interest cost 735 625 289 1,649 877 408 125 1,410 888 — — 888 Amortization of actuarial gains and losses 403 — — 403 278 — — 278 277 — — 277 Net pension expense $ 1,590 $ 985 $ 1,807 $ 4,382 $ 1,613 $ 581 $ 849 $ 3,043 $ 1,622 $ — $ — $ 1,622 In determining the fair value of the pension plan benefit obligations as of June 30, 2015 and June 30, 2014 , respectively, we used the following weighted-average key assumptions: As of June 30, 2015 As of June 30, 2014 CDT GXS GER GXS PHP CDT GXS GER GXS PHP Assumptions: Salary increases 2.00% 2.00% 7.00% 2.50% 2.00% 7.00% Pension increases 1.75% 2.00% 3.50% 2.00% 2.00% 6.00% Discount rate 2.36% 2.54% 4.75% 2.90% 3.00% 5.15% Normal retirement age N/A 65-67 60 N/A 65-67 60 Employee fluctuation rate: to age 30 1.00% N/A N/A 1.00% N/A N/A to age 35 0.50% N/A N/A 0.50% N/A N/A to age 40 —% N/A N/A —% N/A N/A to age 45 0.50% N/A N/A 0.50% N/A N/A to age 50 0.50% N/A N/A 0.50% N/A N/A from age 51 1.00% N/A N/A 1.00% N/A N/A Anticipated pension payments under the pension plans for the fiscal years indicated below are as follows: Fiscal years ending June 30, CDT GXS GER GXS PHP 2016 $ 575 $ 774 $ 26 2017 629 788 35 2018 672 877 43 2019 754 937 105 2020 821 989 69 2021 to 2025 5,039 5,373 1,203 Total $ 8,490 $ 9,738 $ 1,481 Other Plans Other plans include defined benefit pension plans that are offered by certain of our foreign subsidiaries. Many of these plans were assumed through our acquisitions or are required by local regulatory requirements. These other plans are primarily unfunded, with the aggregate projected benefit obligation included in our pension liability. The net periodic cost of these plans are determined using the projected unit credit method and several actuarial assumptions, the most significant of which are the discount rate and estimated service costs. |
Share Capital, Option Plans And
Share Capital, Option Plans And Share-Based Payments | 12 Months Ended |
Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share Capital, Option Plans And Share-Based Payments | SHARE CAPITAL, OPTION PLANS AND SHARE-BASED PAYMENTS Cash Dividends For the year ended June 30, 2015 , pursuant to the Company’s dividend policy, we declared total non-cumulative dividends of $0.7175 per Common Share, in the aggregate amount of $87.6 million , which we paid during the same period. For the year ended June 30, 2014 , pursuant to the Company’s dividend policy, we paid total non-cumulative dividends of $0.6225 per Common Share, in the aggregate amount of $74.7 million . For the year ended June 30, 2013 , pursuant to the Company’s dividend policy, we paid total non-cumulative dividends of $0.15 per Common Share, in the aggregate amount of $17.7 million . Share Capital Our authorized share capital includes an unlimited number of Common Shares and an unlimited number of Preference Shares. No Preference Shares have been issued. Treasury Stock Repurchase During the year ended June 30, 2015 , we repurchased 240,222 of our Common Shares, in the amount of $10.6 million for potential reissuance under our Long Term Incentive Plans (LTIP) or otherwise. (June 30, 2014—repurchased 25,760 Common Shares for $1.3 million , June 30, 2013— nil ). Reissuance During the year ended June 30, 2015 , we reissued 377,775 Common Shares, respectively, from treasury stock in connection with the settlement of awards granted under our LTIPs and other awards ( June 30, 2014 — 484,238 , June 30, 2013— 365,232 Common Shares). For more details on this, see "Long Term Incentive Plans" below. Option Plans A summary of stock options outstanding under our various stock option plans is set forth below. All numbers shown in the chart below have been adjusted, where applicable, to account for the two-for-one stock splits that occurred on October 22, 2003 and February 18, 2014. 1998 Stock 2004 Stock Date of inception Jun-98 Oct-04 Eligibility Eligible employees and directors, Eligible employees and directors, Options granted to date 15,828,580 12,725,742 Options exercised to date (10,694,360) (5,710,107) Options cancelled to date (5,110,220) (2,664,270) Options outstanding 24,000 4,351,365 Termination grace periods Immediately “for cause”; Immediately “for cause”; Vesting schedule 25% per year, unless other- 25% per year, unless other- Exercise price range $10.00 - $10.00 $13.85 - $57.29 Expiration dates 2/3/2016 11/5/2015 to The following table summarizes information regarding stock options outstanding at June 30, 2015: Options Outstanding Options Exercisable Range of Exercise Prices Number of options Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number of options Weighted Average Exercise Price $ 10.00 - $ 26.22 560,550 2.59 $ 22.57 449,300 $ 21.83 26.37 - 29.64 256,773 4.41 27.88 90,979 28.01 30.18 - 30.18 665,123 3.60 30.18 345,123 30.18 31.76 - 49.04 440,079 4.50 37.65 144,832 38.40 50.08 - 50.08 1,123,000 5.46 50.08 279,250 50.08 51.16 - 55.65 1,166,010 6.50 53.88 — — 57.29 - 57.29 163,830 6.19 57.29 — — $ 10.00 $ 57.29 4,375,365 4.96 $ 42.26 1,309,484 $ 32.32 Share-Based Payments Total share-based compensation expense for the periods indicated below is detailed as follows: Year Ended June 30, 2015 2014 2013 Stock options $ 12,193 $ 7,883 $ 5,751 Performance Share Units (issued under LTIP) 2,287 4,643 6,998 Restricted Share Units (issued under LTIP) 4,574 2,062 1,283 Restricted Share Units (fully vested) — 3,300 — Restricted Share Units (other) 955 470 549 Deferred Share Units (directors) 2,038 1,548 985 Restricted stock units (legacy Vignette employees) — — 9 Total share-based compensation expense $ 22,047 $ 19,906 $ 15,575 Summary of Outstanding Stock Options As of June 30, 2015 , options to purchase an aggregate of 4,375,365 Common Shares were outstanding and 3,020,168 Common Shares were available for issuance under our stock option plans. Our stock options generally vest over four years and expire between seven and ten years from the date of the grant. Currently we also have options outstanding that vest over five years , as well as options outstanding that vest based on meeting certain market conditions. The exercise price of all our options is set at an amount that is not less than the closing price of our Common Shares on the NASDAQ on the trading day immediately preceding the applicable grant date. A summary of activity under our stock option plans for year ended June 30, 2015 and 2014 is as follows: Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($’000s) Outstanding at June 30, 2014 4,273,226 $ 36.35 Granted 1,368,410 54.33 Exercised (476,103 ) 25.54 Forfeited or expired (790,168 ) 41.25 Outstanding at June 30, 2015 4,375,365 $ 42.26 4.96 $ 22,153 Exercisable at June 30, 2015 1,309,484 $ 32.32 3.48 $ 13,635 Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($’000s) Outstanding at June 30, 2013 3,610,782 $ 24.72 Granted 2,206,442 46.52 Exercised (1,043,646 ) 21.29 Forfeited or expired (500,352 ) 28.72 Outstanding at June 30, 2014 4,273,226 $ 36.35 5.33 $ 52,698 Exercisable at June 30, 2014 912,375 $ 23.14 3.47 $ 22,624 We estimate the fair value of stock options using the Black-Scholes option-pricing model or, where appropriate, the Monte Carlo Valuation Method, consistent with the provisions of ASC Topic 718, "Compensation—Stock Compensation" (Topic 718) and SEC Staff Accounting Bulletin No. 107. The option-pricing models require input of subjective assumptions, including the estimated life of the option and the expected volatility of the underlying stock over the estimated life of the option. We use historical volatility as a basis for projecting the expected volatility of the underlying stock and estimate the expected life of our stock options based upon historical data. We believe that the valuation techniques and the approach utilized to develop the underlying assumptions are appropriate in calculating the fair value of our stock option grants. Estimates of fair value are not intended, however, to predict actual future events or the value ultimately realized by employees who receive equity awards. For the periods indicated, the weighted-average fair value of options and weighted-average assumptions were as follows: Year Ended June 30, 2015 2014 2013 Weighted–average fair value of options granted $ 13.46 $ 11.55 $ 8.39 Weighted-average assumptions used: Expected volatility 32 % 32 % 37 % Risk–free interest rate 1.41 % 1.34 % 0.66 % Expected dividend yield 1.23 % 1.32 % 0.31 % Expected life (in years) 4.33 4.36 4.35 Forfeiture rate (based on historical rates) 5 % 5 % 5 % Average exercise share price $ 54.33 $ 46.52 $ 28.15 Derived service period (in years)* 2.07 N/A N/A *Options valued using Monte Carlo Valuation Method As of June 30, 2015 , the total compensation cost related to the unvested stock option awards not yet recognized was approximately $34.5 million , which will be recognized over a weighted-average period of approximately 2.5 years . No cash was used by us to settle equity instruments granted under share-based compensation arrangements. We have not capitalized any share-based compensation costs as part of the cost of an asset in any of the periods presented. For the year ended June 30, 2015 , cash in the amount of $12.2 million was received as the result of the exercise of options granted under share-based payment arrangements. The tax benefit realized by us during the year ended June 30, 2015 from the exercise of options eligible for a tax deduction was $1.0 million . For the year ended June 30, 2014 , cash in the amount of $22.2 million was received as the result of the exercise of options granted under share-based payment arrangements. The tax benefit realized by us during the year ended June 30, 2014 from the exercise of options eligible for a tax deduction was $1.8 million . For the year ended June 30, 2013 , cash in the amount of $14.2 million was received as the result of the exercise of options granted under share-based payment arrangements. The tax benefit realized by us during the year ended June 30, 2013 from the exercise of options eligible for a tax deduction was $1.3 million . Long-Term Incentive Plans We incentivize our executive officers, in part, with long term compensation pursuant to our LTIP. The LTIP is a rolling three year program that grants eligible employees a certain number of target Performance Share Units (PSUs) and/or Restricted Share Units (RSUs). Target PSUs become vested upon the satisfaction of certain financial and/or operational performance criteria (the Performance Conditions) that are determined at the time of the grant. Target RSUs become vested when an eligible employee remains employed throughout the vesting period. LTIP grants that have recently vested, or have yet to vest, are described below. LTIP grants will be referred to in this Annual Report on Form 10-K based upon the year in which the grants are expected to vest. Fiscal 2014 LTIP Grants made in Fiscal 2012 under the LTIP (collectively referred to as Fiscal 2014 LTIP) took effect in Fiscal 2012 starting on February 3, 2012. Grants made under the Fiscal 2014 LTIP consisted of PSUs and the Performance Conditions for vesting relating to grants were based solely on market conditions. We met these performance conditions and settled Fiscal 2014 LTIP by issuing 355,553 Common Shares from our treasury stock in the three months ended December 31, 2014, with a cost of approximately $8.5 million . Fiscal 2015 LTIP Grants made in Fiscal 2013 under the LTIP (collectively referred to as Fiscal 2015 LTIP), took effect in Fiscal 2013 starting on November 2, 2012 for the RSUs and December 3, 2012 for the PSUs. The Performance Conditions for vesting of the PSUs are based solely upon market conditions. RSUs granted are employee service-based awards and vest over the life of the Fiscal 2015 LTIP. We expect to settle the Fiscal 2015 LTIP awards in stock. Fiscal 2016 LTIP Grants made in Fiscal 2014 under the LTIP (collectively referred to as Fiscal 2016 LTIP) consisting of PSUs and RSUs, took effect in Fiscal 2014 starting on November 1, 2013. The Performance Conditions for vesting of the PSUs are based solely upon market conditions. RSUs granted are employee service-based awards and vest over the life of the Fiscal 2016 LTIP. We expect to settle the Fiscal 2016 LTIP awards in stock. Fiscal 2017 LTIP Grants made in Fiscal 2015 under the LTIP (collectively referred to as Fiscal 2017 LTIP), consisting of PSUs and RSUs, took effect in Fiscal 2015 starting on September 4, 2014. The Performance Conditions for vesting of the PSUs are based solely upon market conditions. The RSUs are employee service-based awards and vest over the life of the Fiscal 2017 LTIP. We expect to settle the Fiscal 2017 LTIP awards in stock. PSUs and RSUs granted under the LTIPs have been measured at fair value as of the effective date, consistent with Topic 718, and will be charged to share-based compensation expense over the remaining life of the plan. Stock options granted under the LTIPs have been measured using the Black-Scholes option-pricing model, consistent with Topic 718. We estimate the fair value of PSUs using the Monte Carlo pricing model and RSUs have been valued based upon their grant date fair value. As of June 30, 2015 , the total expected compensation cost related to the unvested LTIP awards not yet recognized was $10.7 million , which is expected to be recognized over a weighted average period of 1.8 years . Restricted Share Units (RSUs) During the year ended June 30, 2015 , we granted 45,000 RSUs to certain employees in accordance with their employment agreements. The RSUs will vest equally over three years from the respective date of grants. We expect to settle the awards in stock. Deferred Stock Units (DSUs) During the year ended June 30, 2015 , we granted 38,052 DSUs to certain non-employee directors ( June 30, 2014 — 42,298 , June 30, 2013— 40,048 ). The DSUs were issued under our Deferred Share Unit Plan. DSUs granted as compensation for directors fees vest immediately, whereas all other DSUs granted vest at our next annual general meeting following the granting of the DSUs. No DSUs are payable by us until the director ceases to be a member of the Board. Employee Share Purchase Plan (ESPP) During the year ended June 30, 2015 , cash in the amount of approximately $3.1 million , was received from employees that will be used to purchase Common Shares in future periods ( June 30, 2014 — $2.6 million , June 30, 2013— $2.1 million ). |
Guarantees And Contingencies
Guarantees And Contingencies | 12 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Guarantees And Contingencies | GUARANTEES AND CONTINGENCIES We have entered into the following contractual obligations with minimum payments for the indicated fiscal periods as follows: Payments due between Total July 1, 2015— July 1, 2016— July 1, 2018— July 1, 2020 Long-term debt obligations* $ 2,088,255 $ 78,938 $ 156,944 $ 155,957 $ 1,696,416 Operating lease obligations** 200,984 47,642 69,155 44,253 39,934 Purchase obligations 15,457 9,707 5,505 245 — $ 2,304,696 $ 136,287 $ 231,604 $ 200,455 $ 1,736,350 *Long-term debt obligations include our Senior Notes issued on January 15, 2015. For more details relating to the Senior Notes and the repayments of our Term Loan A and our mortgage, see note 10. **Net of $2.8 million of sublease income to be received from properties which we have subleased to third parties. Guarantees and Indemnifications We have entered into customer agreements which may include provisions to indemnify our customers against third party claims that our software products or services infringe certain third party intellectual property rights and for liabilities related to a breach of our confidentiality obligations. We have not made any material payments in relation to such indemnification provisions and have not accrued any liabilities related to these indemnification provisions in our Consolidated Financial Statements . Litigation We are currently involved in various claims and legal proceedings. Quarterly, we review the status of each significant legal matter and evaluate such matters to determine how they should be treated for accounting and disclosure purposes in accordance with the requirements of ASC Topic 450-20 "Loss Contingencies" (Topic 450-20). Specifically, this evaluation process includes the centralized tracking and itemization of the status of all our disputes and litigation items, discussing the nature of any litigation and claim, including any dispute or claim that is reasonably likely to result in litigation, with relevant internal and external counsel, and assessing the progress of each matter in light of its merits and our experience with similar proceedings under similar circumstances. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, we accrue a liability for the estimated loss in accordance with Topic 450-20. As of the date of this Annual Report on Form 10-K , such aggregated losses were not material to our consolidated financial position or result of operations and we do not believe as of the date of this filing that it is reasonably possible that a loss exceeding the amounts already recognized will be incurred that would be material to our consolidated financial position or results of operations. Contingencies As we have previously disclosed, the IRS is examining certain of our tax returns for Fiscal 2010 through Fiscal 2012, and in connection with those examinations is reviewing our internal reorganization in Fiscal 2010 to consolidate certain intellectual property ownership in Luxembourg and Canada and our integration of certain acquisitions into the resulting structure. We also previously disclosed that the examinations may lead to proposed adjustments to our taxes that may be material, individually or in the aggregate, and that we have not recorded any material accruals for any such potential adjustments in our Consolidated Financial Statements. As part of these examinations, on July 17, 2015 we received from the IRS a Notice of Proposed Adjustment (“NOPA”) in draft form proposing a one-time approximately $280 million increase to our U.S. federal taxes arising from the reorganization in Fiscal 2010 and proposing penalties equal to 20% of the additional taxes, plus interest at the applicable statutory rate (which will continue to accrue until the matter is resolved and may be substantial). A NOPA is an IRS position and does not impose an obligation to pay tax. The draft NOPA may be changed before the final NOPA is issued, including because the IRS reserved the right in the draft NOPA to increase the adjustment. Based on our discussions with the IRS, we expect we will receive an additional NOPA proposing an approximately $80 million increase to our U.S. federal taxes for Fiscal 2012 arising from the integration of Global 360 into the structure that resulted from the reorganization, accompanied by proposed penalties and interest (although there can be no assurance that this will be the amount reflected in the NOPA when received). Depending upon the outcome of these matters, additional state income taxes plus penalties and interest may be due. We strongly disagree with the IRS’ position and intend to vigorously contest the proposed adjustments to our taxable income. We are examining various alternatives available to taxpayers to contest the proposed adjustments. Any such alternatives could involve a lengthy process and result in the incurrence of significant expenses. As of the date of this Annual Report on Form 10-K, we have not recorded any material accruals in respect of these examinations in our Consolidated Financial Statements. An adverse outcome of these tax examinations could have a material adverse effect on our financial position and results of operations. As part of our acquisition of GXS, we have inherited a tax dispute in Brazil between the Company’s subsidiary, GXS Tecnologia da Informação (Brasil) Ltda. (GXS Brazil), and the municipality of São Paulo, in connection with GXS Brazil’s judicial appeal of a tax claim in the amount of $2.3 million as of June 30, 2015 . We currently have in place a bank guarantee in the amount of $3.6 million in recognition of this dispute. However, we believe that the position of the São Paulo tax authorities is not consistent with the relevant facts and based on information available on the case and other similar matters provided by local counsel, we believe that we can defend our position and that no tax is owed. Although we believe that the facts support our position, the ultimate outcome of this matter could result in a loss of up to the claim amount discussed above, plus future interest or penalties that may accrue. Historically, prior to our acquisition of GXS, GXS would charge certain costs to its subsidiaries, including GXS Brazil, primarily based on historical transfer pricing studies that were intended to reflect the costs incurred by subsidiaries in relation to services provided by the parent company to the subject subsidiary. GXS recorded taxes on amounts billed, that were considered to be due based on the intercompany charges. GXS subsequently re-evaluated its intercompany charges to GXS Brazil and related taxes and, upon taking into consideration the current environment and judicial proceedings in Brazil, concluded that it was probable that certain indirect taxes would be assessable and payable based upon the accrual of such intercompany charges and has approximately $6.1 million accrued for the probable amount of a settlement related to the indirect taxes, interest and penalties. Our Indian subsidiary, GXS India Technology Centre Private Limited (GXS India), is subject to potential assessments by Indian tax authorities in the city of Bangalore. GXS India has received assessment orders from the Indian tax authorities alleging that the transfer price applied to intercompany transactions was not appropriate. Based on advice from our tax advisors, we believe that the facts that the Indian tax authorities are using to support their assessment are incorrect. We have filed appeals and anticipate an eventual settlement with the Indian tax authorities. We have accrued $1.4 million to cover our anticipated financial exposure in this matter. Please also see "Risk Factors" elsewhere in this Annual Report on Form 10-K. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Our effective tax rate represents the net effect of the mix of income earned in various tax jurisdictions that are subject to a wide range of income tax rates. The following is a geographical breakdown of income before the provision for income taxes: Year Ended June 30, 2015 2014 2013 Domestic income $ (26,927 ) $ (11,623 ) $ (20,525 ) Foreign income 292,971 288,158 198,735 Income before income taxes $ 266,044 $ 276,535 $ 178,210 The provision for income taxes consisted of the following: Year Ended June 30, 2015 2014 2013 Current income taxes: Domestic $ (839 ) $ 1,424 $ 747 Foreign 47,055 69,371 34,739 46,216 70,795 35,486 Deferred income taxes (recoveries): Domestic 3,390 5,901 3,126 Foreign (17,968 ) (18,235 ) (8,922 ) (14,578 ) (12,334 ) (5,796 ) Provision for income taxes $ 31,638 $ 58,461 $ 29,690 A reconciliation of the combined Canadian federal and provincial income tax rate with our effective income tax rate is as follows: Year Ended June 30, 2015 2014 2013 Expected statutory rate 26.5 % 26.5 % 26.5 % Expected provision for income taxes $ 70,501 $ 73,282 $ 47,226 Effect of foreign tax rate differences (57,017 ) (52,577 ) (27,026 ) Change in valuation allowance 6,617 3,281 2,082 Amortization of deferred charges 10,525 11,307 10,922 Effect of permanent differences 1,321 7,643 6,008 Effect of changes in unrecognized tax benefits (1,800 ) 13,214 (13,076 ) Effect of withholding taxes 3,045 2,234 2,847 Other items (1,554 ) 68 8,136 Impact of internal reorganization of subsidiaries and integration of acquisitions — 9 (7,429 ) $ 31,638 $ 58,461 $ 29,690 Substantially all the tax rate differential for international jurisdictions was driven by earnings in Luxembourg. The effective GAAP tax rate (which is the provision for taxes expressed as a percentage of net income before taxes) decreased to 11.9% for Fiscal 2015, from 21.1% for Fiscal 2014. The net change is primarily due to a decrease in the net expense of unrecognized tax benefits with related interest and penalties in the amount of $15.0 million , a decrease of $6.3 million in expenses not deductible for tax purposes in Fiscal 2015 compared to Fiscal 2014 and lower net income, having an impact of $7.2 million . The remainder of the differences are due to normal course movements and non-material items. We have approximately $46.2 million of domestic non-capital loss carryforwards. In addition, we have $648.4 million of foreign non-capital loss carryforwards of which $66.8 million have no expiry date. The remainder of the domestic and foreign losses expires between 2016 and 2035. In addition, investment tax credits of $44.7 million will expire between 2018 and 2035. The primary components of the deferred tax assets and liabilities are as follows, for the periods indicated below: June 30, 2015 2014 Deferred tax assets Non-capital loss carryforwards $ 223,812 $ 205,576 Capital loss carryforwards 3,470 3,452 Undeducted scientific research and development expenses 80,804 76,743 Depreciation and amortization 25,974 16,441 Restructuring costs and other reserves 17,271 20,889 Deferred revenue 75,067 75,515 Other 47,581 33,993 Total deferred tax asset $ 473,979 $ 432,609 Valuation allowance $ (133,459 ) $ (108,734 ) Deferred tax liabilities Scientific research and development tax credits $ (6,831 ) $ (6,848 ) Acquired intangibles (180,457 ) (165,858 ) Other (37,292 ) (23,133 ) Deferred tax liabilities $ (224,580 ) $ (195,839 ) Net deferred tax asset $ 115,940 $ 128,036 Comprised of: Current assets $ 30,711 $ 28,215 Long-term assets 155,411 161,247 Current liabilities (997 ) (1,053 ) Long-term liabilities (69,185 ) (60,373 ) $ 115,940 $ 128,036 We believe that sufficient uncertainty exists regarding the realization of certain deferred tax assets that a valuation allowance is required. We continue to evaluate our taxable position quarterly and consider factors by taxing jurisdiction, including but not limited to factors such as estimated taxable income, any historical experience of losses for tax purposes and the future growth of OpenText. The aggregate changes in the balance of our gross unrecognized tax benefits (including interest and penalties) were as follows: Unrecognized tax benefits as of July 1, 2013 $ 148,903 Increases on account of current year positions 5,037 Increases on account of prior year positions* 45,266 Decreases due to settlements with tax authorities (2,321 ) Decreases due to lapses of statutes of limitations (6,666 ) Unrecognized tax benefits as of July 1, 2014 $ 190,219 Increases on account of current year positions 5,881 Increases on account of prior year positions 1,376 Decreases due to settlements with tax authorities (3,084 ) Decreases due to lapses of statutes of limitations (14,143 ) Unrecognized tax benefits as of June 30, 2015 $ 180,249 * Included in these balances as of June 30, 2014 are acquired balances of $17.4 million relating to the acquisition of GXS. Included in the above tabular reconciliation are unrecognized tax benefits of $25.1 million relating to deferred tax assets in jurisdictions in which these deferred tax assets are offset with valuation allowances. The net unrecognized tax benefit excluding these deferred tax assets is $155.1 million as of June 30, 2015 ( $162.6 million as of June 30, 2014). We recognize interest expense and penalties related to income tax matters in income tax expense. For the years ended June 30, 2015 , 2014 and 2013, we recognized the following amounts as income tax-related interest expense and penalties: Year Ended June 30, 2015 2014 2013 Interest expense (income) $ 4,451 $ 6,969 $ (736 ) Penalties expense (recoveries) (2,032 ) 287 65 Total $ 2,419 $ 7,256 $ (671 ) As of June 30, 2015 and June 30, 2014 , the following amounts have been accrued on account of income tax-related interest expense and penalties: As of June 30, 2015 As of June 30, 2014 Interest expense accrued * $ 28,827 $ 26,235 Penalties accrued * $ 5,040 $ 7,858 * These balances have been included within "Long-term income taxes payable" within the Consolidated Balance Sheets . We believe that it is reasonably possible that the gross unrecognized tax benefits, as of June 30, 2015 , could decrease tax expense in the next 12 months by $15.6 million , relating primarily to the expiration of competent authority relief and tax years becoming statute barred for purposes of future tax examinations by local taxing jurisdictions. Our four most significant tax jurisdictions are Canada, the United States, Luxembourg and Germany. Our tax filings remain subject to audits by applicable tax authorities for a certain length of time following the tax year to which those filings relate. For Canada, the United States, Luxembourg and Germany, the earliest fiscal years open for examination are 2008, 2010, 2011 and 2008, respectively. We are subject to tax audits in all major taxing jurisdictions in which we operate and currently have tax audits open in Canada, the United States, France, Spain, Germany, India, and the Netherlands. On a quarterly basis we assess the status of these examinations and the potential for adverse outcomes to determine the adequacy of the provision for income and other taxes. The timing of the resolution of income tax audits is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ from the amounts accrued. It is reasonably possible that within the next 12 months we will receive additional assessments by various tax authorities or possibly reach resolution of income tax audits in one or more jurisdictions. These assessments or settlements may or may not result in changes to our contingencies related to positions on tax filings. The actual amount of any change could vary significantly depending on the ultimate timing and nature of any settlements. We cannot currently provide an estimate of the range of possible outcomes. For more information relating to certain tax audits, please refer to note 13. As at June 30, 2015 , we have provided $12.1 million (June 30, 2014— $7.6 million ) in respect of both additional foreign withholding taxes or deferred income tax liabilities for temporary differences related to the undistributed earnings of certain non-United States subsidiaries, and planned periodic repatriations from certain United States and Luxembourg subsidiaries, that will be subject to withholding taxes upon distribution. We have not provided for additional foreign withholding taxes or deferred income tax liabilities related to undistributed earnings of all other non-Canadian subsidiaries, since such earnings are considered permanently invested in those subsidiaries, or are not subject to withholding taxes. It is not practicable to reasonably estimate the amount of additional deferred income tax liabilities or foreign withholding taxes that may be payable should these earnings be distributed in the future. |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS ASC Topic 820 “Fair Value Measurements and Disclosures” (Topic 820) defines fair value, establishes a framework for measuring fair value, and addresses disclosure requirements for fair value measurements. Fair value is the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value, in this context, should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk, including our own credit risk. In addition to defining fair value and addressing disclosure requirements, Topic 820 establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which are determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are: • Level 1—inputs are based upon unadjusted quoted prices for identical instruments traded in active markets. • Level 2—inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. • Level 3—inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques. Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis: Our financial assets and liabilities measured at fair value on a recurring basis consisted of the following types of instruments as of June 30, 2015 and June 30, 2014: June 30, 2015 June 30, 2014 Fair Market Measurements using: Fair Market Measurements using: June 30, 2015 Quoted prices in active markets for identical assets/ (liabilities) Significant other observable inputs Significant unobservable inputs June 30, 2014 Quoted prices in active markets for identical assets/ (liabilities) Significant other observable inputs Significant unobservable inputs (Level 1) (Level 2) (Level 3) (Level 1) (Level 2) (Level 3) Financial Assets: Corporate bonds* 20,274 n/a 20,274 n/a — n/a — n/a Derivative financial instrument asset (note 16) 273 n/a 273 n/a 756 n/a 756 n/a $ 20,547 n/a $ 20,547 n/a $ 756 n/a $ 756 n/a *These assets in the table above are classified as Level 2 as certain specific assets included within may not have quoted prices that are readily accessible in an active market or we may have relied on alternative pricing methods that do not rely exclusively on quoted prices to determine the fair value of the investments. Our valuation techniques used to measure the fair values of the derivative instruments, the counterparty to which has high credit ratings, were derived from pricing models including discounted cash flow techniques, with all significant inputs derived from or corroborated by observable market data, as no quoted market prices exist for these instruments. Our discounted cash flow techniques use observable market inputs, such as, where applicable, foreign currency spot and forward rates. Our cash and cash equivalents, along with our accounts receivable and accounts payable and accrued liabilities balances, are measured and recognized in our Consolidated Financial Statements at an amount that approximates their fair value (a Level 2 measurement) due to their short maturities. A summary of our marketable securities outstanding as of June 30, 2015 is as follows: Cost Gross Unrealized Gains Gross Unrealized (Losses) Estimated Fair Value Corporate bonds $ 20,286 $ 2 $ (14 ) $ 20,274 The long-term portion of the marketable securities are included within "Other Assets" in the Consolidated Balance Sheets . Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis We measure certain assets at fair value on a nonrecurring basis. These assets are recognized at fair value when they are deemed to be other-than-temporarily impaired. During the years ended June 30, 2015 and 2014, no indications of impairment were identified and therefore no fair value measurements were required. If applicable, we will recognize transfers between levels within the fair value hierarchy at the end of the reporting period in which the actual event or change in circumstance occurs. During the years ended June 30, 2015 and 2014, we did not have any transfers between Level 1, Level 2 or Level 3. Marketable Securities Marketable Securities are classified as available for sale securities and are recorded on our Consolidated Balance Sheets at fair value with unrealized gains or losses reported as a separate component of Accumulated Other Comprehensive Income. |
Derivative Instruments And Hedg
Derivative Instruments And Hedging Activities | 12 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments And Hedging Activities | DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES Foreign Currency Forward Contracts We are engaged in hedging programs with relationship banks to limit the potential foreign exchange fluctuations incurred on future cash flows relating to a portion of our Canadian dollar payroll expenses. We operate internationally and are therefore exposed to foreign currency exchange rate fluctuations in the normal course of our business, in particular to changes in the Canadian dollar on account of large costs that are incurred from our centralized Canadian operations, which are denominated in Canadian dollars. As part of our risk management strategy, we use foreign currency forward contracts to hedge portions of our payroll exposure with typical maturities of between one and twelve months. We do not use derivatives for speculative purposes. We have designated these transactions as cash flow hedges of forecasted transactions under ASC Topic 815 “Derivatives and Hedging” (Topic 815). As the critical terms of the hedging instrument, and of the entire hedged forecasted transaction, are the same, in accordance with Topic 815 we have been able to conclude that changes in fair value or cash flows attributable to the risk being hedged are expected to completely offset at inception and on an ongoing basis. Accordingly, quarterly unrealized gains or losses on the effective portion of these forward contracts have been included within other comprehensive income. The fair value of the contracts, as of June 30, 2015 , is recorded within “Prepaid expenses and other current assets”. As of June 30, 2015 , the notional amount of forward contracts we held to sell U.S. dollars in exchange for Canadian dollars was $76.4 million ( June 30, 2014 — $99.6 million ). Fair Value of Derivative Instruments and Effect of Derivative Instruments on Financial Performance The effect of these derivative instruments on our Consolidated Financial Statements for the periods indicated below were as follows (amounts presented do not include any income tax effects). Fair Value of Derivative Instruments in the Consolidated Balance Sheets (see note 15) As of June 30, 2015 As of June 30, 2014 Derivatives Balance Sheet Location Fair Value Fair Value Foreign currency forward contracts designated as cash flow hedges Prepaid expenses and other current assets $ 273 $ 756 Effects of Derivative Instruments on Income and Other Comprehensive Income (OCI) Year Ended June 30, 2015 Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) Location of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Location of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) Foreign currency forward contracts $ (8,252 ) Operating $ (7,769 ) N/A — Year Ended June 30, 2014 Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Location of Amount of Gain or Location of Amount of Gain or (Loss) Recognized in Foreign currency forward contracts $ (485 ) Operating $ (4,411 ) N/A — |
Special Charges
Special Charges | 12 Months Ended |
Jun. 30, 2015 | |
Restructuring, Settlement and Impairment Provisions [Abstract] | |
Special Charges | SPECIAL CHARGES (RECOVERIES) Special charges include costs that relate to certain restructuring initiatives that we have undertaken from time to time under our various restructuring plans, as well as acquisition-related costs and other similar charges. Year Ended June 30, 2015 2014 2013 Fiscal 2015 Restructuring Plan $ 8,218 $ — $ — OpenText/GXS Restructuring Plan 8,163 19,306 — Restructuring Plans prior to OpenText/GXS Restructuring Plan (1,809 ) 7,492 16,339 Acquisition-related costs 4,462 10,074 4,925 Other charges (recoveries) (6,211 ) (5,558 ) 2,770 Total $ 12,823 $ 31,314 $ 24,034 Fiscal 2015 Restructuring Plan In the third quarter of Fiscal 2015 and in the context of the acquisition of Actuate, we began to implement restructuring activities to streamline our operations (OpenText/Actuate Restructuring Plan). We subsequently announced, on May 20, 2015 that we were initiating a restructuring program in conjunction with organizational changes to support our cloud strategy and drive further operational efficiencies. These charges are combined with the OpenText/Actuate Restructuring Plan (collectively referred to as the Fiscal 2015 Restructuring Plan ) and are presented below. The Fiscal 2015 Restructuring Plan charges relate to workforce reductions and facility consolidations. These charges require management to make certain judgments and estimates regarding the amount and timing of restructuring charges or recoveries. Our estimated liability could change subsequent to its recognition, requiring adjustments to the expense and the liability recorded. On a quarterly basis, we conduct an evaluation of the related liabilities and expenses and revise our assumptions and estimates as appropriate. As of June 30, 2015 , we expect total costs to be incurred in conjunction with the Fiscal 2015 Restructuring Plan to be approximately $32.0 to $35.0 million , of which $8.0 million has already been recorded within Special charges to date. We expect the Fiscal 2015 Restructuring Plan to be substantially completed by the end of our fiscal year ended June 30, 2016. A reconciliation of the beginning and ending liability for the year ended June 30, 2015 is shown below. Fiscal 2015 Restructuring Plan Workforce reduction Facility costs Total Balance as of June 30, 2014 $ — $ — $ — Accruals and adjustments 6,015 2,203 8,218 Cash payments (2,135 ) (61 ) (2,196 ) Foreign exchange (38 ) (16 ) (54 ) Balance as of June 30, 2015 $ 3,842 $ 2,126 $ 5,968 OpenText/GXS Restructuring Plan In the third quarter of Fiscal 2014 and in the context of the acquisition of GXS, we began to implement restructuring activities to streamline our operations ( OpenText/GXS Restructuring Plan ). These charges relate to workforce reductions, facility consolidations and other miscellaneous direct costs. These charges require management to make certain judgments and estimates regarding the amount and timing of restructuring charges or recoveries. Our estimated liability could change subsequent to its recognition, requiring adjustments to the expense and the liability recorded. On a quarterly basis, we conduct an evaluation of the related liabilities and expenses and revise our assumptions and estimates as appropriate. Since the inception of the plan $27.5 million has been recorded within Special charges. We do not expect to incur any further significant charges related to this plan. A reconciliation of the beginning and ending liability for the years ended June 30, 2015 and 2014 are shown below. OpenText/GXS Restructuring Plan Workforce reduction Facility costs Other Total Balance as of June 30, 2014 $ 5,051 $ 6,028 $ — $ 11,079 Accruals and adjustments 5,244 1,159 1,760 8,163 Cash payments (6,848 ) (2,914 ) (1,760 ) (11,522 ) Foreign exchange (601 ) 163 — (438 ) Balance as of June 30, 2015 $ 2,846 $ 4,436 $ — $ 7,282 OpenText/GXS Restructuring Plan Workforce reduction Facility costs Total Balance as of June 30, 2013 $ — $ — $ — Accruals and adjustments 13,017 6,289 19,306 Cash payments (7,739 ) (415 ) (8,154 ) Foreign exchange (227 ) 154 (73 ) Balance as of June 30, 2014 $ 5,051 $ 6,028 $ 11,079 Acquisition-related costs Included within Special charges for the year ended June 30, 2015 are costs incurred directly in relation to acquisitions in the amount of $4.0 million ( June 30, 2014 — $8.6 million , June 30, 2013— $2.9 million ). Additionally, we incurred costs relating to financial advisory, legal, valuation and audit services and other miscellaneous costs necessary to integrate acquired companies into our organization for the year ended June 30, 2015 in the amount of $0.5 million ( June 30, 2014 — $1.5 million , June 30, 2013— $2.0 million ). Other charges (recoveries) For the year ended ended June 30, 2015 , "Other charges (recoveries)" primarily includes (i) a recovery of $8.8 million relating to certain pre-acquisition tax liabilities being released based upon settlement, (ii) a recovery of $2.7 million relating to certain pre-acquisition tax liabilities becoming statute barred and (iii) a recovery of $1.4 million relating to interest released on certain pre-acquisition liabilities. These recoveries were offset by charges of $2.9 million relating to the write-off of unamortized debt issuance costs associated with the repayment of Term Loan A, $2.1 million relating to post-business combination compensation obligations associated with the acquisition of Actuate and $1.2 million relating to a reduction in leasehold improvements associated with a restructured facility. The remaining amounts relate to miscellaneous other charges. Included within "Other charges (recoveries)" for the year ended June 30, 2014 is a net recovery of $7.0 million relating to a reduction of certain pre-acquisition tax liabilities, along with the associated interest accrual. This recovery was offset by a charge of $1.4 million relating to a settlement agreement reached in connection with the acquisition of IXOS Software AG in February 2004. Included within "Other charges (recoveries)" for the year ended June 30, 2013 are charges of $1.9 million relating to interest accrued on certain pre-acquisition sales tax liabilities, a charge of $0.4 million relating to an allocated portion of a litigation settlement reached in relation to a legacy acquisition litigation matter, and a charge of $0.5 million relating to miscellaneous other charges. |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS Acquisition of Actuate Corporation On January 16, 2015, we acquired Actuate Corporation (Actuate), based in San Francisco, California, United States. Actuate was a leader in personalized analytics and insights and we believe the acquisition complements our OpenText EIM Suite. In accordance with Topic 805 "Business Combinations" (Topic 805), this acquisition was accounted for as a business combination. The results of operations of Actuate have been consolidated with those of OpenText beginning January 16, 2015. The following tables summarize the preliminary consideration paid for Actuate and the amount of the assets acquired and liabilities assumed, as well as the goodwill recorded as of the acquisition date: Cash consideration* $ 322,417 Fair value, at date of acquisition, on shares of Actuate already owned through open market purchases 9,539 Preliminary purchase consideration $ 331,956 Acquisition-related costs (included in Special charges in the Consolidated Statements of Income) for the year ended June 30, 2015 $ 3,340 * Inclusive of $8.2 million accrued for but unpaid as of June 30, 2015 . Preliminary Purchase Price Allocation The recognized amounts of identifiable assets acquired and liabilities assumed, based upon their fair values as of January 16, 2015, are set forth below: Current assets (inclusive of cash acquired of $22,463) $ 78,150 Non-current tangible assets 13,540 Intangible customer assets 62,600 Intangible technology assets 60,000 Liabilities assumed (79,686 ) Total identifiable net assets 134,604 Goodwill 197,352 Net assets acquired $ 331,956 The finalization of the purchase price allocation is pending the determination of the finalization of the fair value for taxation-related balances and for potential unrecorded liabilities. We expect to finalize this determination on or before December 31, 2015. No portion of the goodwill recorded upon the acquisition of Actuate is expected to be deductible for tax purposes. The fair value of current assets acquired includes accounts receivable with a fair value of $23.4 million . The gross amount receivable was $23.6 million of which $0.2 million of this receivable was expected to be uncollectible. We recognized a gain of $3.1 million as a result of remeasuring to fair value our investment in Actuate held before the date of acquisition. The gain is included in "Other income" in our Consolidated Financial Statements . The amount of Actuate’s revenues and net income included in our Consolidated Statements of Income for the year ended June 30, 2015 is set forth below: January 16, 2015— June 30, 2015 Revenues $ 34,093 Net loss * $ (14,242 ) * Net loss includes one-time fees of approximately $6.2 million on account of special charges, and $12.7 million of amortization charges relating to intangible assets. These losses were offset by a tax recovery of $6.0 million . The unaudited pro forma revenues and net income of the combined entity for the year ended June 30, 2015 and 2014, respectively, had the acquisition been consummated as of July 1, 2013, are set forth below: Year Ended June 30, 2015 2014 Supplemental Unaudited Pro forma Information Total revenues $ 1,907,532 $ 1,739,995 Net income (1) (2) $ 210,054 $ 196,879 (1) Included in pro forma net income for the year ended June 30, 2015 are approximately $12.8 million of one-time expenses incurred by Actuate on account of the acquisition. These one-time expenses include i) approximately $3.4 million in employee change in control payments, ii) approximately $3.9 million of post-business combination compensation obligations associated with the acquisition, and iii) approximately $5.5 million of transaction fees triggered by the closing of the acquisition. (2) Included in pro forma net income are estimated amortization charges relating to the allocated values of intangible assets. The unaudited pro forma financial information in the table above is presented for information purposes only and is not indicative of the results of operations that would have been achieved if the acquisition had taken place at the beginning of the periods presented or the results that may be realized in the future. Informative Graphics Corporation On January 2, 2015, we acquired Informative Graphics Corporation (IGC), based in Scottsdale, Arizona, United States. IGC was a leading developer of viewing, annotation, redaction and publishing commercial software. Total consideration for IGC was $40.0 million ( $38.7 million - net of cash acquired), of which $36.5 million was paid in cash, and $3.5 million is currently held back and unpaid in accordance with the purchase agreement. In accordance with Topic 805, this acquisition was accounted for as a business combination. We believe this acquisition will enable OpenText to engineer solutions that further increase a user's experience within our OpenText EIM Suite. The finalization of the purchase price allocation is pending the determination of the finalization of the fair value for taxation-related balances and for potential unrecorded liabilities. We expect to finalize this determination on or before December 31, 2015. Acquisition related costs for IGC included in Special charges in the Consolidated Statements of Income for the year ended June 30, 2015 were $0.4 million . The results of operations of IGC have been consolidated with those of OpenText beginning January 2, 2015. The acquisition had no significant impact on revenues and net earnings for the year ended June 30, 2015 . There was also no significant impact on the Company's revenues and net income on a pro forma basis for all periods presented. Fiscal 2014 GXS Group, Inc. On January 16, 2014, we acquired GXS, a Delaware corporation and leader in cloud-based, business-to-business (B2B) integration. The acquisition combined OpenText's Information Exchange portfolio with GXS' portfolio of B2B integration services and managed services. Total consideration for GXS was $1.2 billion , inclusive of the issuance of 2,595,042 OpenText Common Shares. In accordance with Topic 805, this acquisition was accounted for as a business combination. The results of operations of GXS have been consolidated with those of OpenText beginning January 16, 2014. The following tables summarize the consideration paid for GXS and the amount of the assets acquired and liabilities assumed, as well as the goodwill recorded as of the acquisition date: Cash consideration paid $ 1,101,874 Equity consideration paid 116,777 Purchase consideration $ 1,218,651 As set forth in the purchase agreement, $60.0 million of the total cash consideration paid was provided to an escrow agent for indemnification purposes. During the three months ended December 31, 2014, $30.0 million of the total amount that was held in escrow was released. The remaining $30.0 million will remain in escrow, for indemnification purposes, until January 2016, pursuant to the purchase agreement. Purchase Price Allocation The purchase price of GXS has been allocated to GXS' tangible and identifiable intangible assets acquired and liabilities assumed, based on their estimated fair values as of the acquisition date. For certain assets and liabilities, the book values as of the balance sheet date have been determined to reflect fair values. The excess of the purchase price over the net tangible and identifiable intangible assets has been recorded as goodwill. Our purchase price allocation for GXS is as follows: Current assets (inclusive of cash acquired of $24,382) $ 127,406 Non-current tangible assets 36,139 Intangible customer assets 364,600 Intangible technology assets 123,200 Liabilities and non-controlling interest assumed (105,459 ) Total identifiable net assets 545,886 Goodwill 672,765 Net assets acquired $ 1,218,651 During Fiscal 2015, we reduced the carrying value of certain tax liabilities and goodwill by $23.5 million , which, in accordance with Topic 805, has been accounted for retrospectively in the consolidated financial statements. No portion of the goodwill recorded upon the acquisition of GXS is expected to be deductible for tax purposes. The fair value of current assets acquired includes accounts receivable with a fair value of $94.3 million . The gross amount receivable was $108.2 million of which $13.9 million of this receivable was expected to be uncollectible. Cordys Holding B.V. On August 15, 2013, we acquired Cordys Holding B.V. (Cordys), a leading provider of Business Process Management (BPM) and case management solutions, offered on one platform with cloud, mobile, and social capabilities, based in Putten, the Netherlands. Total consideration for Cordys was $33.2 million paid in cash ( $30.6 million - net of cash acquired). In accordance with Topic 805, this acquisition was accounted for as a business combination. The results of operations of Cordys have been consolidated with those of OpenText beginning August 15, 2013. The acquisition had no significant impact on revenues and net income for the year ended June 30, 2014. There was also no significant impact on the Company's revenues and net income on a pro forma basis for all periods presented. Fiscal 2013 EasyLink Services International Corporation On July 2, 2012, we acquired EasyLink Services International Corporation (EasyLink), a global provider of cloud-based electronic messaging and business integration services, based in Atlanta, Georgia. The acquisition extended our product offerings as we continue to evolve in the Enterprise Information Management market category. Total consideration for EasyLink was $342.3 million , paid in cash. In accordance with Topic 805, this acquisition was accounted for as a business combination. The results of operations of EasyLink have been consolidated with those of OpenText beginning July 2, 2012. The following tables summarize the consideration paid for EasyLink and the amount of the assets acquired and liabilities assumed, as well as the goodwill recorded as of the acquisition date: Cash consideration paid $ 342,272 The recognized amounts of identifiable assets acquired and liabilities assumed, based upon their fair values as of July 2, 2012, are set forth below: Current assets (inclusive of cash acquired of $26,941) $ 74,560 Non-current assets 35,024 Intangible customer assets 126,600 Intangible technology assets 70,500 Total liabilities assumed (148,028 ) Total identifiable net assets 158,656 Goodwill 183,616 $ 342,272 No portion of the goodwill recorded upon the acquisition of EasyLink is expected to be deductible for tax purposes. Included within current assets were accounts receivable of $26.2 million at July 2, 2012. This amount was substantially collected as of June 30, 2013. Other Fiscal 2013 Acquisitions During Fiscal 2013, we acquired certain other companies and purchased certain technology and customer assets to expand our product and service offerings. These acquisitions were not significant individually or in the aggregate. |
Segment Information
Segment Information | 12 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION ASC Topic 280, “Segment Reporting” (Topic 280), establishes standards for reporting, by public business enterprises, information about operating segments, products and services, geographic areas, and major customers. The method of determining what information, under Topic 280, to report is based on the way that an entity organizes operating segments for making operational decisions and how the entity’s management and chief operating decision maker (CODM) assess an entity’s financial performance. Our operations are analyzed by management and our CODM as being part of a single industry segment: the design, development, marketing and sales of Enterprise Information Management software and solutions. The following table sets forth the distribution of revenues, by significant geographic area, for the periods indicated: Year Ended June 30, 2015 2014 2013 Revenues: Canada $ 113,780 $ 117,225 $ 103,076 United States 887,895 725,852 611,902 United Kingdom 194,131 169,511 131,745 Germany 167,427 162,966 138,073 Rest of Europe 276,742 255,419 223,444 All other countries 211,942 193,726 155,096 Total revenues $ 1,851,917 $ 1,624,699 $ 1,363,336 The following table sets forth the distribution of long-lived assets, representing property and equipment and intangible assets, by significant geographic area, as of the periods indicated below. As of June 30, As of June 30, Long-lived assets: Canada $ 64,622 $ 68,189 United States 653,576 644,051 United Kingdom 10,988 14,132 Germany 5,320 5,534 Rest of Europe 73,905 119,686 All other countries 31,487 15,987 Total $ 839,898 $ 867,579 |
Supplemental Cash Flow Disclosu
Supplemental Cash Flow Disclosures | 12 Months Ended |
Jun. 30, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Disclosures | SUPPLEMENTAL CASH FLOW DISCLOSURES Year Ended June 30, 2015 2014 2013 Cash paid during the period for interest $ 34,658 * $ 26,697 $ 16,299 Cash received during the period for interest $ 3,905 $ 2,463 $ 1,439 Cash paid during the period for income taxes $ 25,870 $ 39,834 $ 52,827 ** *We entered into Term Loan B on January 16, 2014 (see note 10). For the year ended June 30, 2015 , this amount includes $26.1 million , of interest related to this new credit facility. **Cash paid for taxes for the year ended June 30, 2013 include payments of $24.2 million related to taxes exigible on internal reorganizations of our international subsidiaries. We issued the Senior Notes on January 16, 2015. Interest owing on the Senior Notes is payable semi-annually starting on July 15, 2015 (see note 10). |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE Basic earnings per share are computed by dividing net income, attributable to OpenText, by the weighted average number of Common Shares outstanding during the period. Diluted earnings per share are computed by dividing net income, attributable to OpenText, by the shares used in the calculation of basic earnings per share plus the dilutive effect of Common Share equivalents, such as stock options, using the treasury stock method. Common Share equivalents are excluded from the computation of diluted earnings per share if their effect is anti-dilutive. Year Ended June 30, 2015 2014 2013 Basic earnings per share Net income attributable to OpenText $ 234,327 $ 218,125 $ 148,520 Basic earnings per share attributable to OpenText $ 1.92 $ 1.82 $ 1.27 Diluted earnings per share Net income attributable to OpenText $ 234,327 $ 218,125 $ 148,520 Diluted earnings per share attributable to OpenText $ 1.91 $ 1.81 $ 1.26 Weighted-average number of shares outstanding Basic 122,092 119,674 117,208 Effect of dilutive securities 865 902 916 Diluted 122,957 120,576 118,124 Excluded as anti-dilutive* 1,859 880 2,262 * Represents options to purchase Common Shares excluded from the calculation of diluted earnings per share because the exercise price of the stock options was greater than or equal to the average price of the Common Shares during the period. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2015 | |
Related Party Transaction, Due from (to) Related Party [Abstract] | |
Related Party Transactions | RELATED PARTY TRANSACTIONS Our procedure regarding the approval of any related party transaction requires that the material facts of such transaction be reviewed by the independent members of our Board and the transaction be approved by a majority of the independent members of the Board. The Board reviews all transactions in which we are, or will be, a participant and any related party has or will have a direct or indirect interest. In determining whether to approve a related party transaction, the Board generally takes into account, among other facts it deems appropriate, whether the transaction is on terms no less favorable than terms generally available to an unaffiliated third party under the same or similar circumstances; the extent and nature of the related person’s interest in the transaction; the benefits to the Company of the proposed transaction; if applicable, the effects on a director’s independence; and if applicable, the availability of other sources of comparable services or products. During the year ended June 30, 2015 , Mr. Stephen Sadler, a director, earned $0.5 million ( June 30, 2014 — $0.7 million , June 30, 2013— $0.6 million ) in consulting fees from OpenText primarily for services rendered relating to the acquisitions of Actuate and IGC. Mr. Sadler abstained from voting on all transactions from which he would potentially derive consulting fees. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Normal Course Issuer Bid On July 28, 2015, our board of directors authorized the repurchase of up to $200 million of our Common Shares. Shares may be repurchased from time to time in the open market, private purchases through forward, derivative, accelerated repurchase or automatic repurchase transactions or otherwise. Certain of our share repurchases may from time to time be effected through repurchase plans. The timing of any repurchases will depend on market conditions, our financial condition, results of operations, liquidity and other factors. Cash Dividends As part of our quarterly, non-cumulative cash dividend program, we declared, on July 28, 2015 , a dividend of $0.20 per Common Share. The record date for this dividend is August 28, 2015 and the payment date is September 18, 2015 . Future declarations of dividends and the establishment of future record and payment dates are subject to the final determination and discretion of our Board of Directors. |
Significant Accounting Polici31
Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2015 | |
Accounting Policies [Abstract] | |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents Cash and cash equivalents include investments that have terms to maturity of three months or less. Cash equivalents are recorded at cost and typically consist of term deposits, commercial paper, certificates of deposit and short-term interest bearing investment-grade securities of major banks in the countries in which we operate. |
Short-Term Investments [Policy Text Block] | Short-Term Investments In accordance with Financial Accounting Standards Board (FASB), Accounting Standards Codification (ASC) Topic 320 "Investments - Debt and Equity Securities" (Topic 320) related to accounting for certain investments in debt and equity securities, and based on our intentions regarding these instruments, we classify our marketable securities as available for sale and account for these investments at fair value. Marketable securities consist primarily of high quality debt securities with original maturities over 90 days, and may include corporate notes, United States government agency notes and municipal notes. |
Allowance For Doubtful Accounts, Policy [Policy Text Block] | Allowance for doubtful accounts We maintain an allowance for doubtful accounts for estimated losses resulting from the inability of customers to make payments. We evaluate the creditworthiness of our customers prior to order fulfillment and based on these evaluations, we adjust our credit limit to the respective customer. In addition to these evaluations, we conduct on-going credit evaluations of our customers' payment history and current creditworthiness. The allowance is maintained for 100% of all accounts deemed to be uncollectible and, for those receivables not specifically identified as uncollectible, an allowance is maintained for a specific percentage of those receivables based upon the aging of accounts, our historical collection experience and current economic expectations. To date, the actual losses have been within our expectations. No single customer accounted for more than 10% of the accounts receivable balance as of June 30, 2015 and 2014. |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and equipment Property and equipment are stated at the lower of cost or net realizable value, and shown net of depreciation which is computed on a straight-line basis over the estimated useful lives of the related assets. Gains and losses on asset disposals are taken into income in the year of disposition. Fully depreciated property and equipment are retired from the balance sheet when they are no longer in use. We did not recognize any significant property impairment charges in Fiscal 2015, Fiscal 2014, or Fiscal 2013. The following represents the estimated useful lives of property and equipment: Furniture and fixtures 5 years Office equipment 5 years Computer hardware 3 years Computer software 3 years Capitalized software 5 years Leasehold improvements Lesser of the lease term or 5 years Building 40 years |
Capitalization of Internal Costs, Policy [Policy Text Block] | Capitalized Software We capitalize software development costs in accordance with FASB ASC Topic 350-40 – Accounting for the Costs of Computer Software Developed or Obtained for Internal-Use. We capitalize costs for software to be used internally when we enter the application development stage. This occurs when we complete the preliminary project stage, management authorizes and commits to funding the project, and it is feasible that the project will be completed and the software will perform the intended function. We cease to capitalize costs related to a software project when it enters the post implementation and operation stage. If different determinations are made with respect to the state of development of a software project, then the amount capitalized and the amount charged to expense for that project could differ materially. Costs capitalized during the application development stage consist of payroll and related costs for employees who are directly associated with, and who devote time directly to, a project to develop software for internal use. We also capitalize the direct costs of materials and services, which generally includes outside contractors, and interest. We do not capitalize any general and administrative or overhead costs or costs incurred during the application development stage related to training or data conversion costs. Costs related to upgrades and enhancements to internal-use software, if those upgrades and enhancements result in additional functionality, are capitalized. If upgrades and enhancements do not result in additional functionality, those costs are expensed as incurred. If different determinations are made with respect to whether upgrades or enhancements to software projects would result in additional functionality, then the amount capitalized and the amount charged to expense for that project could differ materially. We amortize capitalized costs with respect to development projects for internal-use software when the software is ready for use. The capitalized software development costs are generally amortized using the straight-line method over a 5-year period. In determining and reassessing the estimated useful life over which the cost incurred for the software should be amortized, we consider the effects of obsolescence, technology, competition and other economic factors. If different determinations are made with respect to the estimated useful life of the software, the amount of amortization charged in a particular period could differ materially. As of June 30, 2015 and 2014 our capitalized software development costs were $38.6 million and $20.0 million , respectively. Our additions, relating to capitalized software development costs, incurred during Fiscal 2015 and Fiscal 2014 were $18.6 million and $20.0 million , respectively. |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Acquired intangibles Acquired intangibles consist of acquired technology and customer relationships associated with various acquisitions. Acquired technology is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of software products acquired on acquisitions. We amortize acquired technology over its estimated useful life on a straight-line basis. Customer relationships represent relationships that we have with customers of the acquired companies and are either based upon contractual or legal rights or are considered separable; that is, capable of being separated from the acquired entity and being sold, transferred, licensed, rented or exchanged. These customer relationships are initially recorded at their fair value based on the present value of expected future cash flows. We amortize customer relationships on a straight-line basis over their estimated useful lives. We continually evaluate the remaining estimated useful life of our intangible assets being amortized to determine whether events and circumstances warrant a revision to the remaining period of amortization. |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | Impairment of long-lived assets We account for the impairment and disposition of long-lived assets in accordance with ASC Topic 360, “Property, Plant, and Equipment” (Topic 360). We test long-lived assets or asset groups, such as property and equipment and definite lived intangible assets, for recoverability when events or changes in circumstances indicate that their carrying amount may not be recoverable. Circumstances which could trigger a review include, but are not limited to: significant adverse changes in the business climate or legal factors; current period cash flow or operating losses combined with a history of losses or a forecast of continuing losses associated with the use of the asset; and a current expectation that the asset will more likely than not be sold or disposed of before the end of its estimated useful life. Recoverability is assessed based on comparing the carrying amount of the asset to the aggregate pre-tax undiscounted cash flows expected to result from the use and eventual disposal of the asset or asset group. Impairment is recognized when the carrying amount is not recoverable and exceeds the fair value of the asset or asset group. The impairment loss, if any, is measured as the amount by which the carrying amount exceeds fair value, which for this purpose is based upon the discounted projected future cash flows of the asset or asset group. We have not recorded any impairment charges for long-lived assets during Fiscal 2015, Fiscal 2014 and Fiscal 2013. |
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. The carrying amount of goodwill is periodically reviewed for impairment (at a minimum annually) and whenever events or changes in circumstances indicate that the carrying value of this asset may not be recoverable. Our operations are analyzed by management and our chief operating decision maker (CODM) as being part of a single industry segment: the design, development, marketing and sales of Enterprise Information Management software and solutions. Therefore, our goodwill impairment assessment is based on the allocation of goodwill to a single reporting unit. We perform a qualitative assessment to test our reporting unit's goodwill for impairment. Based on our qualitative assessment, if we determine that the fair value of our reporting unit is more likely than not (i.e., a likelihood of more than 50 percent) to be less than its carrying amount, the two step impairment test is performed. In the first step, we compare the fair value of our reporting unit to its carrying value. If the fair value of the reporting unit exceeds its carrying value, goodwill is not considered impaired and we are not required to perform further testing. If the carrying value of the net assets of our reporting unit exceeds its fair value, then we must perform the second step of the two step impairment test in order to determine the implied fair value of our reporting unit's goodwill. If the carrying value our reporting unit's goodwill exceeds its implied fair value, then an impairment loss equal to the difference would be recorded. Our annual impairment analysis of goodwill was performed as of April 1, 2015. Our qualitative assessment indicated that there were no indications of impairment and therefore there was no impairment of goodwill required to be recorded for Fiscal 2015 (no impairments were recorded for Fiscal 2014 and Fiscal 2013). |
Derivatives, Policy [Policy Text Block] | Derivative financial instruments We use derivative financial instruments to manage foreign currency rate risk. We account for these instruments in accordance with ASC Topic 815, “Derivatives and Hedging” (Topic 815), which requires that every derivative instrument be recorded on the balance sheet as either an asset or liability measured at its fair value as of the reporting date. Topic 815 also requires that changes in our derivative financial instruments' fair values be recognized in earnings; unless specific hedge accounting and documentation criteria are met (i.e. the instruments are accounted for as hedges). We recorded the effective portions of the gain or loss on derivative financial instruments that were designated as cash flow hedges in accumulated other comprehensive income in our accompanying Consolidated Balance Sheets. Any ineffective or excluded portion of a designated cash flow hedge, if applicable, was recognized in our Consolidated Statements of Income . |
Asset Retirement Obligations Policy Operating Leases [Policy Text Block] | Asset retirement obligations We account for asset retirement obligations in accordance with ASC Topic 410, “Asset Retirement and Environmental Obligations” (Topic 410), which applies to certain obligations associated with “leasehold improvements” within our leased office facilities. Topic 410 requires that a liability be initially recognized for the estimated fair value of the obligation when it is incurred. The associated asset retirement cost is capitalized as part of the carrying amount of the long-lived asset and depreciated over the remaining life of the underlying asset and the associated liability is accreted to the estimated fair value of the obligation at the settlement date through periodic accretion charges recorded within general and administrative expenses. When the obligation is settled, any difference between the final cost and the recorded amount is recognized as income or loss on settlement in our Consolidated Statements of Income . |
Business Combinations and Other Purchase of Business Transactions, Policy [Policy Text Block] | Business combinations We apply the provisions of ASC Topic 805, “Business Combinations” (Topic 805), in the accounting for our acquisitions. It requires us to recognize separately from goodwill, the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While we use our best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date as well as contingent consideration, where applicable, our estimates are inherently uncertain and subject to refinement. As a result, during the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded to our Consolidated Statements of Income . Costs to exit or restructure certain activities of an acquired company or our internal operations are accounted for as one-time termination and exit costs pursuant to ASC Topic 420, “Exit or Disposal Cost Obligations” (Topic 420) and are accounted for separately from the business combination. For a given acquisition, we generally identify certain pre-acquisition contingencies as of the acquisition date and may extend our review and evaluation of these pre-acquisition contingencies throughout the measurement period in order to obtain sufficient information to assess whether we include these contingencies as a part of the purchase price allocation and, if so, to determine the estimated amounts. If we determine that a pre-acquisition contingency (non-income tax related) is probable in nature and estimable as of the acquisition date, we record our best estimate for such a contingency as a part of the preliminary purchase price allocation. We often continue to gather information and evaluate our pre-acquisition contingencies throughout the measurement period and if we make changes to the amounts recorded or if we identify additional pre-acquisition contingencies during the measurement period, such amounts will be included in the purchase price allocation during the measurement period and, subsequently, in our results of operations. Uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. We review these items during the measurement period as we continue to actively seek and collect information relating to facts and circumstances that existed at the acquisition date. Changes to these uncertain tax positions and tax related valuation allowances made subsequent to the measurement period, or if they relate to facts and circumstances that did not exist at the acquisition date, are recorded in our provision for income taxes in our Consolidated Statements of Income . |
Revenue Recognition, Policy [Policy Text Block] | Revenue recognition License revenues We recognize revenues in accordance with ASC Topic 985-605, “Software Revenue Recognition” (Topic 985-605). We record product revenues from software licenses and products when persuasive evidence of an arrangement exists, the software product has been shipped, there are no significant uncertainties surrounding product acceptance by the customer, the fees are fixed and determinable, and collection is considered probable. We use the residual method to recognize revenues on delivered elements when a license agreement includes one or more elements to be delivered at a future date if evidence of the fair value of all undelivered elements exists. If an undelivered element for the arrangement exists under the license arrangement, revenues related to the undelivered element is deferred based on vendor-specific objective evidence (VSOE) of the fair value of the undelivered element. Our multiple-element sales arrangements include arrangements where software licenses and the associated post contract customer support (PCS) are sold together. We have established VSOE of the fair value of the undelivered PCS element based on the contracted price for renewal PCS included in the original multiple element sales arrangement, as substantiated by contractual terms and our significant PCS renewal experience, from our existing worldwide base. Our multiple element sales arrangements generally include irrevocable rights for the customer to renew PCS after the bundled term ends. The customer is not subject to any economic or other penalty for failure to renew. Further, the renewal PCS options are for services comparable to the bundled PCS and cover similar terms. It is our experience that customers generally exercise their renewal PCS option. In the renewal transaction, PCS is sold on a stand-alone basis to the licensees one year or more after the original multiple element sales arrangement. The exercised renewal PCS price is consistent with the renewal price in the original multiple element sales arrangement, although an adjustment to reflect consumer price changes is common. If VSOE of fair value does not exist for all undelivered elements, all revenues are deferred until sufficient evidence exists or all elements have been delivered. We assess whether payment terms are customary or extended in accordance with normal practice relative to the market in which the sale is occurring. Our sales arrangements generally include standard payment terms. These terms effectively relate to all customers, products, and arrangements regardless of customer type, product mix or arrangement size. Exceptions are only made to these standard terms for certain sales in parts of the world where local practice differs. In these jurisdictions, our customary payment terms are in line with local practice. Cloud services and subscriptions revenues Cloud services and subscription revenues consist of (i) software as a service offerings (ii) managed service arrangements and (iii) subscription revenues relating to on premise offerings. The customer contracts for each of these three offerings are long term contracts (greater than twelve months) and are based on the customer’s usage over the contract period. The revenue associated with such contracts is recognized once usage has been measured, the fee fixed and determinable and collection is probable. In certain managed services arrangements, we sell transaction processing along with implementation and start-up services. The implementation and start-up services do not have stand-alone value and, therefore, they do not qualify as separate units of accounting and are not separated. We believe these services do not have stand-alone value as the customer only receives value from these services in conjunction with the use of the related transaction processing service, we do not sell such services separately, and the output of such services cannot be re-sold by the customer. Revenues related to implementation and start-up services are recognized over the longer of the contract term or the estimated customer life. In some arrangements, we also sell professional services which do have stand-alone value and can be separated from other elements in the arrangement. The revenue related to these services is recognized as the service is performed. In some arrangements, we also sell professional services as a separate single element arrangement. The revenue related to these services is recognized as the service is performed. We defer all direct and relevant costs associated with implementation of long-term customer contracts to the extent such costs can be recovered through guaranteed contract revenues. Service revenues Service revenues consist of revenues from consulting, implementation, training and integration services. These services are set forth separately in the contractual arrangements such that the total price of the customer arrangement is expected to vary as a result of the inclusion or exclusion of these services. For those contracts where the services are not essential to the functionality of any other element of the transaction, we determine VSOE of fair value for these services based upon normal pricing and discounting practices for these services when sold separately. These consulting and implementation services contracts are primarily time and materials based contracts that are, on average, less than six months in length. Revenues from these services are recognized at the time such services are performed. We also enter into contracts that are primarily fixed fee arrangements wherein the services are not essential to the functionality of a software element. In such cases, the proportional performance method is applied to recognize revenues. Revenues from training and integration services are recognized in the period in which these services are performed. Customer support revenues Customer support revenues consist of revenues derived from contracts to provide PCS to license holders. These revenues are recognized ratably over the term of the contract. Advance billings of PCS are not recorded to the extent that the term of the PCS has not commenced and payment has not been received. |
Revenue Recognition, Deferred Revenue [Policy Text Block] | Deferred revenues Deferred revenues primarily relate to support agreements which have been paid for by customers prior to the performance of those services. Generally, the services will be provided in the twelve months after the signing of the agreement. |
Revenue Recognition, Long-term Contracts [Policy Text Block] | Long-term sales contracts We entered into certain long-term sales contracts involving the sale of integrated solutions that include the modification and customization of software and the provision of services that are essential to the functionality of the other elements in this arrangement. As prescribed by ASC Topic 985-605, we recognize revenues from such arrangements in accordance with the contract accounting guidelines in ASC Topic 605-35, “Construction-Type and Production-Type Contracts” (Topic 605-35), after evaluating for separation of any non-Topic 605-35 elements in accordance with the provisions of ASC Topic 605-25, “Multiple-Element Arrangements” (Topic 605-25). When circumstances exist that allow us to make reasonably dependable estimates of contract revenues, contract costs and the progress of the contract to completion, we account for sales under such long-term contracts using the percentage-of-completion (POC) method of accounting. Under the POC method, progress towards completion of the contract is measured based upon either input measures or output measures. We measure progress towards completion based upon an input measure and calculate this as the proportion of the actual hours incurred compared to the total estimated hours. For training and integration services rendered under such contracts, revenues are recognized as the services are rendered. We will review, on a quarterly basis, the total estimated remaining costs to completion for each of these contracts and apply the impact of any changes on the POC prospectively. If at any time we anticipate that the estimated remaining costs to completion will exceed the value of the contract, the resulting loss will be recognized immediately. When circumstances exist that prevent us from making reasonably dependable estimates of contract revenues, we account for sales under such long-term contracts using the completed contract method. |
Revenue Recognition Sales to Resellers and Channel Partners [Policy Text Block] | Sales to resellers and channel partners We execute certain sales contracts through resellers and distributors (collectively, resellers) and also large, well-capitalized partners such as SAP AG and Accenture Inc. (collectively, channel partners). We recognize revenues relating to sales through resellers and channel partners when all the recognition criteria have been met, in other words, persuasive evidence of an arrangement exists, delivery has occurred in the reporting period, the fee is fixed and determinable, and collectability is probable. In addition we assess the creditworthiness of each reseller and if the reseller is newly formed, undercapitalized or in financial difficulty any revenues expected to emanate from such resellers are deferred and recognized only when cash is received and all other revenue recognition criteria are met. |
Revenue Recognition, Sales Returns [Policy Text Block] | Rights of return and other incentives We do not generally offer rights of return or any other incentives such as concessions, product rotation, or price protection and, therefore, do not provide for or make estimates of rights of return and similar incentives. |
Research, Development, and Computer Software, Policy [Policy Text Block] | Research and development costs Research and development costs internally incurred in creating computer software to be sold, licensed or otherwise marketed are expensed as incurred unless they meet the criteria for deferral and amortization, as described in ASC Topic 985-20, “Costs of Software to be Sold, Leased, or Marketed” (Topic 985-20). In accordance with Topic 985-20, costs related to research, design and development of products are charged to expenses as incurred and capitalized between the dates that the product is considered to be technologically feasible and is considered to be ready for general release to customers. In our historical experience, the dates relating to the achievement of technological feasibility and general release of the product have substantially coincided. In addition, no significant costs are incurred subsequent to the establishment of technological feasibility. As a result, we do not capitalize any research and development costs relating to internally developed software to be sold, licensed or otherwise marketed. |
Income Tax, Policy [Policy Text Block] | Income taxes We account for income taxes in accordance with ASC Topic 740, “Income Taxes” (Topic 740). Deferred tax assets and liabilities arise from temporary differences between the tax bases of assets and liabilities and their reported amounts in the Consolidated Financial Statements that will result in taxable or deductible amounts in future years. These temporary differences are measured using enacted tax rates. A valuation allowance is recorded to reduce deferred tax assets to the extent that we consider it is more likely than not that a deferred tax asset will not be realized. In determining the valuation allowance, we consider factors such as the reversal of deferred income tax liabilities, projected taxable income, and the character of income tax assets and tax planning strategies. A change to these factors could impact the estimated valuation allowance and income tax expense. We account for our uncertain tax provisions by using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates it is more likely than not, based solely on the technical merits, that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the appropriate amount of the benefit to recognize. The amount of benefit to recognize is measured as the maximum amount which is more likely than not to be realized. The tax position is derecognized when it is no longer more likely than not that the position will be sustained on audit. On subsequent recognition and measurement the maximum amount which is more likely than not to be recognized at each reporting date will represent the Company's best estimate, given the information available at the reporting date, although the outcome of the tax position is not absolute or final. We recognize both accrued interest and penalties related to liabilities for income taxes within the "Provision for Income Taxes" line of our Consolidated Statements of Income (see note 14 for more details). |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair value of financial instruments Carrying amounts of certain financial instruments, including cash and cash equivalents, accounts receivable and accounts payable (trade and accrued liabilities) approximate their fair value due to the relatively short period of time between origination of the instruments and their expected realization. The fair value of our total long-term debt approximates its carrying value. We apply the provisions of ASC 820, “Fair Value Measurements and Disclosures”, to our derivative financial instruments that we are required to carry at fair value pursuant to other accounting standards (see note 15 for more details). |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign currency Our Consolidated Financial Statements are presented in U.S. dollars. In general, the functional currency of our subsidiaries is the local currency. For each subsidiary, assets and liabilities denominated in foreign currencies are translated into U.S dollars at the exchange rates in effect at the balance sheet dates and revenues and expenses are translated at the average exchange rates prevailing during the month of the transaction. The effect of foreign currency translation adjustments not affecting net income are included in Shareholders' equity under the “Cumulative translation adjustment” account as a component of “Accumulated other comprehensive income”. Transactional foreign currency gains (losses) included in the Consolidated Statements of Income under the line item “Other income (expense) net” for Fiscal 2015, Fiscal 2014 and Fiscal 2013 were $(31.0) million , $4.0 million and $(2.6) million , respectively. |
Costs Associated with Exit or Disposal Activities or Restructurings, Policy [Policy Text Block] | Restructuring charges We record restructuring charges relating to contractual lease obligations and other exit costs in accordance with ASC Topic 420, “Exit or Disposal Cost Obligations” (Topic 420). Topic 420 requires that a liability for a cost associated with an exit or disposal activity be recognized and measured initially at its fair value in the period in which the liability is incurred. In order to incur a liability pursuant to Topic 420, our management must have established and approved a plan of restructuring in sufficient detail. A liability for a cost associated with involuntary termination benefits is recorded when benefits have been communicated and a liability for a cost to terminate an operating lease or other contract is incurred, when the contract has been terminated in accordance with the contract terms or we have ceased using the right conveyed by the contract, such as vacating a leased facility. The recognition of restructuring charges requires us to make certain judgments regarding the nature, timing and amount associated with the planned restructuring activities, including estimating sub-lease income and the net recoverable amount of equipment to be disposed of. At the end of each reporting period, we evaluate the appropriateness of the remaining accrued balances (see note 17 for more details). |
Litigation [Policy Text Block] | Litigation We are currently involved in various claims and legal proceedings. Quarterly, we review the status of each significant legal matter and evaluate such matters to determine how they should be treated for accounting and disclosure purposes in accordance with the requirements of ASC Topic 450-20 "Loss Contingencies" (Topic 450-20). Specifically, this evaluation process includes the centralized tracking and itemization of the status of all our disputes and litigation items, discussing the nature of any litigation and claim, including any dispute or claim that is reasonably likely to result in litigation, with relevant internal and external counsel, and assessing the progress of each matter in light of its merits and our experience with similar proceedings under similar circumstances. If the potential loss from any claim or legal proceeding is considered probable and the amount can be reasonably estimated, we accrue a liability for the estimated loss in accordance with Topic 450-20. As of the date of this filing on Form 10-K for the year ended June 30, 2015, we do not believe that the outcomes of any of these matters, individually or in the aggregate, will result in losses that are materially in excess of amounts already recognized (see note 13 for more details). |
Earnings Per Share, Policy [Policy Text Block] | Net income per share Basic net income per share is computed using the weighted average number of Common Shares outstanding including contingently issuable shares where the contingency has been resolved. Diluted net income per share is computed using the weighted average number of Common Shares and stock equivalents outstanding using the treasury stock method during the year (see note 21 for more details). |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Share-based payment We measure share-based compensation costs, in accordance with ASC Topic 718, “Compensation - Stock Compensation” (Topic 718) on the grant date, based on the calculated fair value of the award. We have elected to treat awards with graded vesting as a single award when estimating fair value. Compensation cost is recognized on a straight-line basis over the employee requisite service period, which in our circumstances is the stated vesting period of the award, provided that total compensation cost recognized at least equals the pro rata value of the award that has vested. Compensation cost is initially based on the estimated number of options for which the requisite service is expected to be rendered. This estimate is adjusted in the period once actual forfeitures are known (see note 12 for more details). |
Pension and Other Postretirement Plans, Policy [Policy Text Block] | Accounting for Pensions, post-retirement and post-employment benefits Pension expense is accounted for in accordance with ASC Topic 715, “Compensation-Retirement Benefits” (Topic 715). Pension expense consists of: actuarially computed costs of pension benefits in respect of the current year of service, imputed returns on plan assets (for funded plans) and imputed interest on pension obligations. The expected costs of post retirement benefits, other than pensions, are accrued in the Consolidated Financial Statements based upon actuarial methods and assumptions. The over-funded or under-funded status of defined benefit pension and other post retirement plans are recognized as an asset or a liability (with the offset to “Accumulated Other Comprehensive Income” within “Shareholders' equity”), respectively, on the Consolidated Balance Sheets (see note 11 for more details). |
Basis Of Presentation Reclassif
Basis Of Presentation Reclassifications (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Reclassifications [Abstract] | |
Reclassifications [Text Block] | the current period presentation as follows: Fiscal year ended June 30, 2014 2013 Reclassifications within revenue Decrease to License $ (3,371 ) $ (6,613 ) Decrease to Professional services and other (8,960 ) — Increase to Cloud services and subscriptions 12,331 6,613 Reclassifications within cost of revenue Decrease to cost of revenue - License $ (201 ) $ (112 ) Decrease to cost of revenue - Customer support (1 ) (776 ) Decrease to cost of revenue - Professional services and other (6,992 ) (211 ) Increase to cost of revenue - Cloud services and subscriptions 7,194 1,099 |
Allowance For Doubtful Accoun33
Allowance For Doubtful Accounts (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Allowance For Doubtful Accounts [Abstract] | |
Changes In Carrying Amount Of Allowance For Doubtful Accounts | Balance as of June 30, 2012 $ 5,655 Bad debt expense 2,431 Write-off /adjustments (3,215 ) Balance as of June 30, 2013 4,871 Bad debt expense 3,081 Write-off /adjustments (3,225 ) Balance as of June 30, 2014 4,727 Bad debt expense 5,346 Write-off /adjustments (4,086 ) Balance as of June 30, 2015 $ 5,987 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Components Of Property and Equipment By Type | As of June 30, 2015 Cost Accumulated Depreciation Net Furniture and fixtures $ 17,571 $ (11,334 ) $ 6,237 Office equipment 1,532 (879 ) 653 Computer hardware 110,076 (72,479 ) 37,597 Computer software 37,981 (17,525 ) 20,456 Capitalized software development costs 38,576 (7,353 ) 31,223 Leasehold improvements 53,391 (29,458 ) 23,933 Land and buildings 47,525 (7,205 ) 40,320 Total $ 306,652 $ (146,233 ) $ 160,419 As of June 30, 2014 Cost Accumulated Depreciation Net Furniture and fixtures $ 16,089 $ (8,856 ) $ 7,233 Office equipment 1,573 (869 ) 704 Computer hardware 90,469 (55,433 ) 35,036 Computer software 28,556 (10,656 ) 17,900 Capitalized software development costs 19,965 (1,542 ) 18,423 Leasehold improvements 45,934 (24,251 ) 21,683 Land and buildings 47,149 (5,867 ) 41,282 Total $ 249,735 $ (107,474 ) $ 142,261 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Goodwill [Abstract] | |
Summary Of Changes In Carrying Amount Of Goodwill | Goodwill is recorded when the consideration paid for an acquisition of a business exceeds the fair value of identifiable net tangible and intangible assets. The following table summarizes the changes in goodwill since June 30, 2013: Balance as of June 30, 2013 $ 1,246,872 Acquisition of Cordys Holding BV (note 18) 18,589 Acquisition of GXS Group, Inc. (note 18) 672,765 Adjustments relating to prior acquisitions 1,856 Balance as of June 30, 2014 $ 1,940,082 Acquisition of Informative Graphics Corporation (note 18) 23,936 Acquisition of Actuate Corporation (note 18) 197,352 Adjustments relating to prior acquisitions 222 Balance as of June 30, 2015 $ 2,161,592 |
Acquired Intangible Assets (Tab
Acquired Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Acquired Intangible Assets [Abstract] | |
Calculation Of Acquired Intangibles By Asset Class | As of June 30, 2015 Cost Accumulated Amortization Net Technology Assets $ 428,724 $ (210,862 ) $ 217,862 Customer Assets 716,525 (254,908 ) 461,617 Total $ 1,145,249 $ (465,770 ) $ 679,479 As of June 30, 2014 Cost Accumulated Amortization Net Technology Assets $ 369,376 $ (143,213 ) $ 226,163 Customer Assets 668,825 (169,670 ) 499,155 Total $ 1,038,201 $ (312,883 ) $ 725,318 |
Calculation Of Estimated Future Amortization Expense | The following table shows the estimated future amortization expense for the fiscal years indicated below. This calculation assumes no future adjustments to acquired intangible assets: Fiscal years ending June 30, 2016 $ 181,453 2017 164,266 2018 151,573 2019 124,404 2020 and beyond 57,783 Total $ 679,479 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Other Assets, Noncurrent Disclosure [Abstract] | |
Components Of Other Assets | As of June 30, 2015 As of June 30, 2014 Debt issuance costs $ 30,630 $ 19,834 Deposits and restricted cash 12,137 14,251 Deferred implementation costs 13,736 5,409 Cost basis investments 11,386 7,276 Marketable securities 9,108 — Long-term prepaid expenses and other long-term assets 8,579 5,271 Total $ 85,576 $ 52,041 |
Accounts Payable And Accrued 38
Accounts Payable And Accrued Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule Of Current Liabilities | Current liabilities Accounts payable and accrued liabilities are comprised of the following: As of June 30, 2015 As of June 30, 2014 Accounts payable—trade $ 15,558 $ 16,025 Accrued salaries and commissions 83,888 80,991 Accrued liabilities 107,870 121,558 Accrued interest on Senior Notes 20,625 — Amounts payable in respect of restructuring and other Special charges (note 17) 12,065 11,694 Asset retirement obligations 1,364 1,686 Total $ 241,370 $ 231,954 |
Schedule Of Long-Term Accrued Liabilities | Long-term accrued liabilities As of June 30, 2015 As of June 30, 2014 Amounts payable in respect of restructuring and other Special charges (note 17) $ 2,034 $ 4,531 Other accrued liabilities* 24,826 29,331 Asset retirement obligations 7,822 8,137 Total $ 34,682 $ 41,999 * Other accrued liabilities consist primarily of tenant allowances, deferred rent and lease fair value adjustments relating to certain facilities acquired through business acquisitions. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Long-term Debt, Unclassified [Abstract] | |
Schedule Of Long-Term Debt | Long-term debt is comprised of the following: As of June 30, 2015 As of June 30, 2014 Total debt Senior Notes $ 800,000 $ — Term Loan A — 513,750 Term Loan B 788,000 796,000 Mortgage — 9,582 1,588,000 1,319,332 Less: Current portion of long-term debt Term Loan A — 45,000 Term Loan B 8,000 8,000 Mortgage — 9,582 8,000 62,582 Non-current portion of long-term debt $ 1,580,000 $ 1,256,750 |
Pension Plans And Other Post 40
Pension Plans And Other Post Retirement Benefits (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule Of Defined Benefit Plan And Long-Term Employee Benefit Obligations | The following table provides details of our defined benefit pension plans and long-term employee benefit obligations for Open Text Document Technologies GmbH (CDT), GXS GmbH ( GXS GER ) and GXS Philippines, Inc. ( GXS PHP ) as of June 30, 2015 and June 30, 2014 : As of June 30, 2015 Total benefit obligation Current portion of benefit obligation* Non-current portion of benefit obligation CDT defined benefit plan $ 26,091 $ 575 $ 25,516 GXS Germany defined benefit plan 22,420 774 21,646 GXS Philippines defined benefit plan 7,025 26 6,999 Other plans 2,751 175 2,576 Total $ 58,287 $ 1,550 $ 56,737 As of June 30, 2014 Total benefit obligation Current portion of benefit obligation* Non-current portion of benefit obligation CDT defined benefit plan $ 29,344 $ 634 $ 28,710 GXS Germany defined benefit plan 24,182 917 23,265 GXS Philippines defined benefit plan 5,276 — 5,276 Other plans 3,148 99 3,049 Total $ 61,950 $ 1,650 $ 60,300 * The current portion of the benefit obligation has been included within "Accounts payable and accrued liabilities" in the Consolidated Balance Sheets . |
Schedule Of The Change In The Benefit Obligation Of Defined Benefit Plan | The following are the details of the change in the benefit obligation for each of the above mentioned pension plans for the periods indicated: As of June 30, 2015 As of June 30, 2014 CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Benefit obligation—beginning of period $ 29,344 $ 24,182 $ 5,276 $ 58,802 $ 23,871 $ 23,637 * $ 5,182 * $ 52,690 Service cost 452 360 1,518 2,330 458 173 724 1,355 Interest cost 735 625 289 1,649 877 408 125 1,410 Benefits paid (495 ) (793 ) (78 ) (1,366 ) (522 ) (461 ) (66 ) (1,049 ) Actuarial (gain) loss 1,676 2,701 201 4,578 3,595 452 (818 ) 3,229 Foreign exchange (gain) loss (5,621 ) (4,655 ) (181 ) (10,457 ) 1,065 (27 ) 129 1,167 Benefit obligation—end of period 26,091 22,420 7,025 55,536 29,344 24,182 5,276 58,802 Less: Current portion (575 ) (774 ) (26 ) (1,375 ) (634 ) (917 ) — (1,551 ) Non-current portion of benefit obligation $ 25,516 $ 21,646 $ 6,999 $ 54,161 $ 28,710 $ 23,265 $ 5,276 $ 57,251 * Beginning benefit obligation as of January 16, 2014. |
Components Of Net Pension Expense For Pension Plan | The following are details of net pension expense relating to the following pension plans: Year Ended June 30, 2015 2014 2013 CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Pension expense: Service cost $ 452 $ 360 $ 1,518 $ 2,330 $ 458 $ 173 $ 724 $ 1,355 $ 457 $ — $ — $ 457 Interest cost 735 625 289 1,649 877 408 125 1,410 888 — — 888 Amortization of actuarial gains and losses 403 — — 403 278 — — 278 277 — — 277 Net pension expense $ 1,590 $ 985 $ 1,807 $ 4,382 $ 1,613 $ 581 $ 849 $ 3,043 $ 1,622 $ — $ — $ 1,622 |
Schedule Of Weighted-Average Key Assumptions Used For CDT Pension Plan | In determining the fair value of the pension plan benefit obligations as of June 30, 2015 and June 30, 2014 , respectively, we used the following weighted-average key assumptions: As of June 30, 2015 As of June 30, 2014 CDT GXS GER GXS PHP CDT GXS GER GXS PHP Assumptions: Salary increases 2.00% 2.00% 7.00% 2.50% 2.00% 7.00% Pension increases 1.75% 2.00% 3.50% 2.00% 2.00% 6.00% Discount rate 2.36% 2.54% 4.75% 2.90% 3.00% 5.15% Normal retirement age N/A 65-67 60 N/A 65-67 60 Employee fluctuation rate: to age 30 1.00% N/A N/A 1.00% N/A N/A to age 35 0.50% N/A N/A 0.50% N/A N/A to age 40 —% N/A N/A —% N/A N/A to age 45 0.50% N/A N/A 0.50% N/A N/A to age 50 0.50% N/A N/A 0.50% N/A N/A from age 51 1.00% N/A N/A 1.00% N/A N/A |
Anticipated Pension Payments Under Pension Plan | Anticipated pension payments under the pension plans for the fiscal years indicated below are as follows: Fiscal years ending June 30, CDT GXS GER GXS PHP 2016 $ 575 $ 774 $ 26 2017 629 788 35 2018 672 877 43 2019 754 937 105 2020 821 989 69 2021 to 2025 5,039 5,373 1,203 Total $ 8,490 $ 9,738 $ 1,481 |
Share Capital, Option Plans A41
Share Capital, Option Plans And Share-Based Payments (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |
Schedule of Share-based Compensation, Stock Options, Outstanding Under Various Plans [Table Text Block] | A summary of stock options outstanding under our various stock option plans is set forth below. All numbers shown in the chart below have been adjusted, where applicable, to account for the two-for-one stock splits that occurred on October 22, 2003 and February 18, 2014. 1998 Stock 2004 Stock Date of inception Jun-98 Oct-04 Eligibility Eligible employees and directors, Eligible employees and directors, Options granted to date 15,828,580 12,725,742 Options exercised to date (10,694,360) (5,710,107) Options cancelled to date (5,110,220) (2,664,270) Options outstanding 24,000 4,351,365 Termination grace periods Immediately “for cause”; Immediately “for cause”; Vesting schedule 25% per year, unless other- 25% per year, unless other- Exercise price range $10.00 - $10.00 $13.85 - $57.29 Expiration dates 2/3/2016 11/5/2015 to |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | The following table summarizes information regarding stock options outstanding at June 30, 2015: Options Outstanding Options Exercisable Range of Exercise Prices Number of options Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number of options Weighted Average Exercise Price $ 10.00 - $ 26.22 560,550 2.59 $ 22.57 449,300 $ 21.83 26.37 - 29.64 256,773 4.41 27.88 90,979 28.01 30.18 - 30.18 665,123 3.60 30.18 345,123 30.18 31.76 - 49.04 440,079 4.50 37.65 144,832 38.40 50.08 - 50.08 1,123,000 5.46 50.08 279,250 50.08 51.16 - 55.65 1,166,010 6.50 53.88 — — 57.29 - 57.29 163,830 6.19 57.29 — — $ 10.00 $ 57.29 4,375,365 4.96 $ 42.26 1,309,484 $ 32.32 |
Summary Of Share-based Compensation Costs | Total share-based compensation expense for the periods indicated below is detailed as follows: Year Ended June 30, 2015 2014 2013 Stock options $ 12,193 $ 7,883 $ 5,751 Performance Share Units (issued under LTIP) 2,287 4,643 6,998 Restricted Share Units (issued under LTIP) 4,574 2,062 1,283 Restricted Share Units (fully vested) — 3,300 — Restricted Share Units (other) 955 470 549 Deferred Share Units (directors) 2,038 1,548 985 Restricted stock units (legacy Vignette employees) — — 9 Total share-based compensation expense $ 22,047 $ 19,906 $ 15,575 |
Summary Of Option Activity | A summary of activity under our stock option plans for year ended June 30, 2015 and 2014 is as follows: Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($’000s) Outstanding at June 30, 2014 4,273,226 $ 36.35 Granted 1,368,410 54.33 Exercised (476,103 ) 25.54 Forfeited or expired (790,168 ) 41.25 Outstanding at June 30, 2015 4,375,365 $ 42.26 4.96 $ 22,153 Exercisable at June 30, 2015 1,309,484 $ 32.32 3.48 $ 13,635 Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($’000s) Outstanding at June 30, 2013 3,610,782 $ 24.72 Granted 2,206,442 46.52 Exercised (1,043,646 ) 21.29 Forfeited or expired (500,352 ) 28.72 Outstanding at June 30, 2014 4,273,226 $ 36.35 5.33 $ 52,698 Exercisable at June 30, 2014 912,375 $ 23.14 3.47 $ 22,624 |
Schedule Of Weighted-Average Fair Value Of Options And Weighted-Average Assumptions Used | For the periods indicated, the weighted-average fair value of options and weighted-average assumptions were as follows: Year Ended June 30, 2015 2014 2013 Weighted–average fair value of options granted $ 13.46 $ 11.55 $ 8.39 Weighted-average assumptions used: Expected volatility 32 % 32 % 37 % Risk–free interest rate 1.41 % 1.34 % 0.66 % Expected dividend yield 1.23 % 1.32 % 0.31 % Expected life (in years) 4.33 4.36 4.35 Forfeiture rate (based on historical rates) 5 % 5 % 5 % Average exercise share price $ 54.33 $ 46.52 $ 28.15 Derived service period (in years)* 2.07 N/A N/A *Options valued using Monte Carlo Valuation Method |
Guarantees And Contingencies (T
Guarantees And Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contractual Obligations | We have entered into the following contractual obligations with minimum payments for the indicated fiscal periods as follows: Payments due between Total July 1, 2015— July 1, 2016— July 1, 2018— July 1, 2020 Long-term debt obligations* $ 2,088,255 $ 78,938 $ 156,944 $ 155,957 $ 1,696,416 Operating lease obligations** 200,984 47,642 69,155 44,253 39,934 Purchase obligations 15,457 9,707 5,505 245 — $ 2,304,696 $ 136,287 $ 231,604 $ 200,455 $ 1,736,350 *Long-term debt obligations include our Senior Notes issued on January 15, 2015. For more details relating to the Senior Notes and the repayments of our Term Loan A and our mortgage, see note 10. **Net of $2.8 million of sublease income to be received from properties which we have subleased to third parties. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | The primary components of the deferred tax assets and liabilities are as follows, for the periods indicated below: June 30, 2015 2014 Deferred tax assets Non-capital loss carryforwards $ 223,812 $ 205,576 Capital loss carryforwards 3,470 3,452 Undeducted scientific research and development expenses 80,804 76,743 Depreciation and amortization 25,974 16,441 Restructuring costs and other reserves 17,271 20,889 Deferred revenue 75,067 75,515 Other 47,581 33,993 Total deferred tax asset $ 473,979 $ 432,609 Valuation allowance $ (133,459 ) $ (108,734 ) Deferred tax liabilities Scientific research and development tax credits $ (6,831 ) $ (6,848 ) Acquired intangibles (180,457 ) (165,858 ) Other (37,292 ) (23,133 ) Deferred tax liabilities $ (224,580 ) $ (195,839 ) Net deferred tax asset $ 115,940 $ 128,036 Comprised of: Current assets $ 30,711 $ 28,215 Long-term assets 155,411 161,247 Current liabilities (997 ) (1,053 ) Long-term liabilities (69,185 ) (60,373 ) $ 115,940 $ 128,036 |
Summary of Income Tax Contingencies [Table Text Block] | The aggregate changes in the balance of our gross unrecognized tax benefits (including interest and penalties) were as follows: Unrecognized tax benefits as of July 1, 2013 $ 148,903 Increases on account of current year positions 5,037 Increases on account of prior year positions* 45,266 Decreases due to settlements with tax authorities (2,321 ) Decreases due to lapses of statutes of limitations (6,666 ) Unrecognized tax benefits as of July 1, 2014 $ 190,219 Increases on account of current year positions 5,881 Increases on account of prior year positions 1,376 Decreases due to settlements with tax authorities (3,084 ) Decreases due to lapses of statutes of limitations (14,143 ) Unrecognized tax benefits as of June 30, 2015 $ 180,249 * Included in these balances as of June 30, 2014 are acquired balances of $17.4 million relating to the acquisition of GXS. |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | The following is a geographical breakdown of income before the provision for income taxes: Year Ended June 30, 2015 2014 2013 Domestic income $ (26,927 ) $ (11,623 ) $ (20,525 ) Foreign income 292,971 288,158 198,735 Income before income taxes $ 266,044 $ 276,535 $ 178,210 |
Interest And Penalties Related To Liabilities For Income Tax Expense | For the years ended June 30, 2015 , 2014 and 2013, we recognized the following amounts as income tax-related interest expense and penalties: Year Ended June 30, 2015 2014 2013 Interest expense (income) $ 4,451 $ 6,969 $ (736 ) Penalties expense (recoveries) (2,032 ) 287 65 Total $ 2,419 $ 7,256 $ (671 ) |
Interest Accrued And Penalties Accrued Related To Income Tax Expense | As of June 30, 2015 and June 30, 2014 , the following amounts have been accrued on account of income tax-related interest expense and penalties: As of June 30, 2015 As of June 30, 2014 Interest expense accrued * $ 28,827 $ 26,235 Penalties accrued * $ 5,040 $ 7,858 * These balances have been included within "Long-term income taxes payable" within the Consolidated Balance Sheets . |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | The provision for income taxes consisted of the following: Year Ended June 30, 2015 2014 2013 Current income taxes: Domestic $ (839 ) $ 1,424 $ 747 Foreign 47,055 69,371 34,739 46,216 70,795 35,486 Deferred income taxes (recoveries): Domestic 3,390 5,901 3,126 Foreign (17,968 ) (18,235 ) (8,922 ) (14,578 ) (12,334 ) (5,796 ) Provision for income taxes $ 31,638 $ 58,461 $ 29,690 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | A reconciliation of the combined Canadian federal and provincial income tax rate with our effective income tax rate is as follows: Year Ended June 30, 2015 2014 2013 Expected statutory rate 26.5 % 26.5 % 26.5 % Expected provision for income taxes $ 70,501 $ 73,282 $ 47,226 Effect of foreign tax rate differences (57,017 ) (52,577 ) (27,026 ) Change in valuation allowance 6,617 3,281 2,082 Amortization of deferred charges 10,525 11,307 10,922 Effect of permanent differences 1,321 7,643 6,008 Effect of changes in unrecognized tax benefits (1,800 ) 13,214 (13,076 ) Effect of withholding taxes 3,045 2,234 2,847 Other items (1,554 ) 68 8,136 Impact of internal reorganization of subsidiaries and integration of acquisitions — 9 (7,429 ) $ 31,638 $ 58,461 $ 29,690 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Financial Assets And Liabilities Measured At Fair Value On A Recurring Basis | Our financial assets and liabilities measured at fair value on a recurring basis consisted of the following types of instruments as of June 30, 2015 and June 30, 2014: June 30, 2015 June 30, 2014 Fair Market Measurements using: Fair Market Measurements using: June 30, 2015 Quoted prices in active markets for identical assets/ (liabilities) Significant other observable inputs Significant unobservable inputs June 30, 2014 Quoted prices in active markets for identical assets/ (liabilities) Significant other observable inputs Significant unobservable inputs (Level 1) (Level 2) (Level 3) (Level 1) (Level 2) (Level 3) Financial Assets: Corporate bonds* 20,274 n/a 20,274 n/a — n/a — n/a Derivative financial instrument asset (note 16) 273 n/a 273 n/a 756 n/a 756 n/a $ 20,547 n/a $ 20,547 n/a $ 756 n/a $ 756 n/a *These assets in the table above are classified as Level 2 as certain specific assets included within may not have quoted prices that are readily accessible in an active market or we may have relied on alternative pricing methods that do not rely exclusively on quoted prices to determine the fair value of the investments. |
Fair value by balance sheet grouping | A summary of our marketable securities outstanding as of June 30, 2015 is as follows: Cost Gross Unrealized Gains Gross Unrealized (Losses) Estimated Fair Value Corporate bonds $ 20,286 $ 2 $ (14 ) $ 20,274 The long-term portion of the marketable securities are included within "Other Assets" in the Consolidated Balance Sheets . |
Derivative Instruments And He45
Derivative Instruments And Hedging Activities (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Fair Value of Derivative Instruments in the Condensed Consolidated Balance Sheets | Fair Value of Derivative Instruments in the Consolidated Balance Sheets (see note 15) As of June 30, 2015 As of June 30, 2014 Derivatives Balance Sheet Location Fair Value Fair Value Foreign currency forward contracts designated as cash flow hedges Prepaid expenses and other current assets $ 273 $ 756 |
Effects Of Derivative Instruments On Income And Other Comprehensive Income (OCI) | Effects of Derivative Instruments on Income and Other Comprehensive Income (OCI) Year Ended June 30, 2015 Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) Location of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) Location of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) Amount of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) Foreign currency forward contracts $ (8,252 ) Operating $ (7,769 ) N/A — Year Ended June 30, 2014 Derivatives in Cash Flow Hedging Relationship Amount of Gain or (Loss) Location of Amount of Gain or Location of Amount of Gain or (Loss) Recognized in Foreign currency forward contracts $ (485 ) Operating $ (4,411 ) N/A — |
Special Charges (Tables)
Special Charges (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Restructuring Cost and Reserve [Line Items] | |
Schedule Of Restructuring Reserve | Special charges include costs that relate to certain restructuring initiatives that we have undertaken from time to time under our various restructuring plans, as well as acquisition-related costs and other similar charges. Year Ended June 30, 2015 2014 2013 Fiscal 2015 Restructuring Plan $ 8,218 $ — $ — OpenText/GXS Restructuring Plan 8,163 19,306 — Restructuring Plans prior to OpenText/GXS Restructuring Plan (1,809 ) 7,492 16,339 Acquisition-related costs 4,462 10,074 4,925 Other charges (recoveries) (6,211 ) (5,558 ) 2,770 Total $ 12,823 $ 31,314 $ 24,034 |
OpenText/Actuate Restructuring Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Schedule Of Restructuring Reserve | A reconciliation of the beginning and ending liability for the year ended June 30, 2015 is shown below. Fiscal 2015 Restructuring Plan Workforce reduction Facility costs Total Balance as of June 30, 2014 $ — $ — $ — Accruals and adjustments 6,015 2,203 8,218 Cash payments (2,135 ) (61 ) (2,196 ) Foreign exchange (38 ) (16 ) (54 ) Balance as of June 30, 2015 $ 3,842 $ 2,126 $ 5,968 |
OpenText/GXS Restructuring Plan [Member] | |
Restructuring Cost and Reserve [Line Items] | |
Schedule Of Restructuring Reserve | A reconciliation of the beginning and ending liability for the years ended June 30, 2015 and 2014 are shown below. OpenText/GXS Restructuring Plan Workforce reduction Facility costs Other Total Balance as of June 30, 2014 $ 5,051 $ 6,028 $ — $ 11,079 Accruals and adjustments 5,244 1,159 1,760 8,163 Cash payments (6,848 ) (2,914 ) (1,760 ) (11,522 ) Foreign exchange (601 ) 163 — (438 ) Balance as of June 30, 2015 $ 2,846 $ 4,436 $ — $ 7,282 OpenText/GXS Restructuring Plan Workforce reduction Facility costs Total Balance as of June 30, 2013 $ — $ — $ — Accruals and adjustments 13,017 6,289 19,306 Cash payments (7,739 ) (415 ) (8,154 ) Foreign exchange (227 ) 154 (73 ) Balance as of June 30, 2014 $ 5,051 $ 6,028 $ 11,079 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Actuate Corporation [Member] | |
Business Acquisition, Pro Forma Information [Table Text Block] | The amount of Actuate’s revenues and net income included in our Consolidated Statements of Income for the year ended June 30, 2015 is set forth below: January 16, 2015— June 30, 2015 Revenues $ 34,093 Net loss * $ (14,242 ) * Net loss includes one-time fees of approximately $6.2 million on account of special charges, and $12.7 million of amortization charges relating to intangible assets. These losses were offset by a tax recovery of $6.0 million . The unaudited pro forma revenues and net income of the combined entity for the year ended June 30, 2015 and 2014, respectively, had the acquisition been consummated as of July 1, 2013, are set forth below: Year Ended June 30, 2015 2014 Supplemental Unaudited Pro forma Information Total revenues $ 1,907,532 $ 1,739,995 Net income (1) (2) $ 210,054 $ 196,879 (1) Included in pro forma net income for the year ended June 30, 2015 are approximately $12.8 million of one-time expenses incurred by Actuate on account of the acquisition. These one-time expenses include i) approximately $3.4 million in employee change in control payments, ii) approximately $3.9 million of post-business combination compensation obligations associated with the acquisition, and iii) approximately $5.5 million of transaction fees triggered by the closing of the acquisition. (2) Included in pro forma net income are estimated amortization charges relating to the allocated values of intangible assets. |
Schedule of Business Acquisitions, by Acquisition | The following tables summarize the preliminary consideration paid for Actuate and the amount of the assets acquired and liabilities assumed, as well as the goodwill recorded as of the acquisition date: Cash consideration* $ 322,417 Fair value, at date of acquisition, on shares of Actuate already owned through open market purchases 9,539 Preliminary purchase consideration $ 331,956 Acquisition-related costs (included in Special charges in the Consolidated Statements of Income) for the year ended June 30, 2015 $ 3,340 * Inclusive of $8.2 million accrued for but unpaid as of June 30, 2015 . |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The recognized amounts of identifiable assets acquired and liabilities assumed, based upon their fair values as of January 16, 2015, are set forth below: Current assets (inclusive of cash acquired of $22,463) $ 78,150 Non-current tangible assets 13,540 Intangible customer assets 62,600 Intangible technology assets 60,000 Liabilities assumed (79,686 ) Total identifiable net assets 134,604 Goodwill 197,352 Net assets acquired $ 331,956 |
GXS Group, Inc. [Member] | |
Schedule of Business Acquisitions, by Acquisition | The following tables summarize the consideration paid for GXS and the amount of the assets acquired and liabilities assumed, as well as the goodwill recorded as of the acquisition date: Cash consideration paid $ 1,101,874 Equity consideration paid 116,777 Purchase consideration $ 1,218,651 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Our purchase price allocation for GXS is as follows: Current assets (inclusive of cash acquired of $24,382) $ 127,406 Non-current tangible assets 36,139 Intangible customer assets 364,600 Intangible technology assets 123,200 Liabilities and non-controlling interest assumed (105,459 ) Total identifiable net assets 545,886 Goodwill 672,765 Net assets acquired $ 1,218,651 |
EasyLink Services International Corporation [Member] | |
Schedule of Business Acquisitions Purchase Consideration [Table Text Block] | The following tables summarize the consideration paid for EasyLink and the amount of the assets acquired and liabilities assumed, as well as the goodwill recorded as of the acquisition date: Cash consideration paid $ 342,272 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The recognized amounts of identifiable assets acquired and liabilities assumed, based upon their fair values as of July 2, 2012, are set forth below: Current assets (inclusive of cash acquired of $26,941) $ 74,560 Non-current assets 35,024 Intangible customer assets 126,600 Intangible technology assets 70,500 Total liabilities assumed (148,028 ) Total identifiable net assets 158,656 Goodwill 183,616 $ 342,272 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION ASC Topic 280, “Segment Reporting” (Topic 280), establishes standards for reporting, by public business enterprises, information about operating segments, products and services, geographic areas, and major customers. The method of determining what information, under Topic 280, to report is based on the way that an entity organizes operating segments for making operational decisions and how the entity’s management and chief operating decision maker (CODM) assess an entity’s financial performance. Our operations are analyzed by management and our CODM as being part of a single industry segment: the design, development, marketing and sales of Enterprise Information Management software and solutions. The following table sets forth the distribution of revenues, by significant geographic area, for the periods indicated: Year Ended June 30, 2015 2014 2013 Revenues: Canada $ 113,780 $ 117,225 $ 103,076 United States 887,895 725,852 611,902 United Kingdom 194,131 169,511 131,745 Germany 167,427 162,966 138,073 Rest of Europe 276,742 255,419 223,444 All other countries 211,942 193,726 155,096 Total revenues $ 1,851,917 $ 1,624,699 $ 1,363,336 The following table sets forth the distribution of long-lived assets, representing property and equipment and intangible assets, by significant geographic area, as of the periods indicated below. As of June 30, As of June 30, Long-lived assets: Canada $ 64,622 $ 68,189 United States 653,576 644,051 United Kingdom 10,988 14,132 Germany 5,320 5,534 Rest of Europe 73,905 119,686 All other countries 31,487 15,987 Total $ 839,898 $ 867,579 |
Revenue From External Customers Attributed To Foreign Countries By Geographic Area | The following table sets forth the distribution of revenues, by significant geographic area, for the periods indicated: Year Ended June 30, 2015 2014 2013 Revenues: Canada $ 113,780 $ 117,225 $ 103,076 United States 887,895 725,852 611,902 United Kingdom 194,131 169,511 131,745 Germany 167,427 162,966 138,073 Rest of Europe 276,742 255,419 223,444 All other countries 211,942 193,726 155,096 Total revenues $ 1,851,917 $ 1,624,699 $ 1,363,336 |
Entity-Wide Disclosure On Geographic Areas, Long-Lived Assets In Individual Foreign Countries By Country | The following table sets forth the distribution of long-lived assets, representing property and equipment and intangible assets, by significant geographic area, as of the periods indicated below. As of June 30, As of June 30, Long-lived assets: Canada $ 64,622 $ 68,189 United States 653,576 644,051 United Kingdom 10,988 14,132 Germany 5,320 5,534 Rest of Europe 73,905 119,686 All other countries 31,487 15,987 Total $ 839,898 $ 867,579 |
Supplemental Cash Flow Disclo49
Supplemental Cash Flow Disclosures (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Disclosure Of Cash Flow Information | Year Ended June 30, 2015 2014 2013 Cash paid during the period for interest $ 34,658 * $ 26,697 $ 16,299 Cash received during the period for interest $ 3,905 $ 2,463 $ 1,439 Cash paid during the period for income taxes $ 25,870 $ 39,834 $ 52,827 ** *We entered into Term Loan B on January 16, 2014 (see note 10). For the year ended June 30, 2015 , this amount includes $26.1 million , of interest related to this new credit facility. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule Of Earnings Per Share | Year Ended June 30, 2015 2014 2013 Basic earnings per share Net income attributable to OpenText $ 234,327 $ 218,125 $ 148,520 Basic earnings per share attributable to OpenText $ 1.92 $ 1.82 $ 1.27 Diluted earnings per share Net income attributable to OpenText $ 234,327 $ 218,125 $ 148,520 Diluted earnings per share attributable to OpenText $ 1.91 $ 1.81 $ 1.26 Weighted-average number of shares outstanding Basic 122,092 119,674 117,208 Effect of dilutive securities 865 902 916 Diluted 122,957 120,576 118,124 Excluded as anti-dilutive* 1,859 880 2,262 * Represents options to purchase Common Shares excluded from the calculation of diluted earnings per share because the exercise price of the stock options was greater than or equal to the average price of the Common Shares during the period. |
Basis Of Presentation (Details)
Basis Of Presentation (Details) | Jun. 30, 2015 |
OT South Africa [Member] | |
Noncontrolling Interest [Line Items] | |
Ownership percentage by Open Text | 90.00% |
GXS Korea [Member] | |
Noncontrolling Interest [Line Items] | |
Ownership percentage by Open Text | 85.00% |
GXS Singapore [Member] | |
Noncontrolling Interest [Line Items] | |
Ownership percentage by Open Text | 81.00% |
Basis Of Presentation Reclass52
Basis Of Presentation Reclassifications (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Decrease to License | $ 294,266 | $ 305,846 | $ 272,985 |
Decrease to Professional services and other | 731,797 | 707,024 | 658,216 |
Increase to Cloud services and subscriptions | 605,309 | 373,400 | 180,412 |
Decrease to cost of revenue - License | 12,899 | 13,161 | 15,995 |
Decrease to cost of revenue - Customer support | 94,766 | 95,979 | 106,172 |
Decrease to cost of revenue - Professional services and other | 173,399 | 189,947 | 196,663 |
Increase to cost of revenue - Cloud services and subscriptions | $ 239,719 | 142,666 | 73,464 |
Reclassifications [Member] | |||
Decrease to License | (3,371) | (6,613) | |
Decrease to Professional services and other | (8,960) | 0 | |
Increase to Cloud services and subscriptions | 12,331 | 6,613 | |
Decrease to cost of revenue - License | (201) | (112) | |
Decrease to cost of revenue - Customer support | (1) | (776) | |
Decrease to cost of revenue - Professional services and other | (6,992) | (211) | |
Increase to cost of revenue - Cloud services and subscriptions | $ 7,194 | $ 1,099 |
Significant Accounting Polici53
Significant Accounting Policies Allowance for Doubtful Accounts (Details) | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Accounting Policies [Abstract] | ||
Percentage for Allowance Maintained on Bad-Debts | 100.00% | |
Customer Accounted for More than Ten Percentage Accounts receivables | 0 | 0 |
Significant Accounting Polici54
Significant Accounting Policies Property and Equipment (Details) | 12 Months Ended |
Jun. 30, 2015 | |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Computer Hardware [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Capitalized Software Development Costs [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Land and Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Significant Accounting Polici55
Significant Accounting Policies Capitalized Software (Details) - Capitalized Software [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Accounting Policies [Abstract] | ||
Capitalized Computer Software, Gross | $ 38,576 | $ 19,965 |
Property, Plant and Equipment [Line Items] | ||
Capitalized Computer Software, Additions | $ 18,600 | $ 20,000 |
Significant Accounting Polici56
Significant Accounting Policies Foreign Currency (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Other Income (Expense) [Member] | |||
Intercompany Foreign Currency Balance [Line Items] | |||
Transactional foreign currency gains (losses) | $ (31) | $ 4 | $ (2.6) |
Allowance For Doubtful Accoun57
Allowance For Doubtful Accounts (Changes In Carrying Amount Of Allowance For Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Allowance For Doubtful Accounts [Abstract] | |||
Unbilled Contracts Receivable | $ 26,700 | $ 41,700 | |
Beginning balance of allowance for doubtful accounts | 4,727 | 4,871 | $ 5,655 |
Bad debt expense for the period | 5,346 | 3,081 | 2,431 |
Write-off /adjustments | (4,086) | (3,225) | (3,215) |
Ending balance of allowance for doubtful accounts | $ 5,987 | $ 4,727 | $ 4,871 |
Property and Equipment (Compone
Property and Equipment (Components Of Property and Equipment By Type) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 306,652 | $ 249,735 |
Accumulated Depreciation | (146,233) | (107,474) |
Net Property and Equipment | 160,419 | 142,261 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 17,571 | 16,089 |
Accumulated Depreciation | (11,334) | (8,856) |
Net Property and Equipment | 6,237 | 7,233 |
Office Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 1,532 | 1,573 |
Accumulated Depreciation | (879) | (869) |
Net Property and Equipment | 653 | 704 |
Computer Hardware [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 110,076 | 90,469 |
Accumulated Depreciation | (72,479) | (55,433) |
Net Property and Equipment | 37,597 | 35,036 |
Computer software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 37,981 | 28,556 |
Accumulated Depreciation | (17,525) | (10,656) |
Net Property and Equipment | 20,456 | 17,900 |
Capitalized Software Development Costs [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Accumulated Depreciation | (7,353) | (1,542) |
Net Property and Equipment | 31,223 | 18,423 |
Capitalized Computer Software, Gross | 38,576 | 19,965 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 53,391 | 45,934 |
Accumulated Depreciation | (29,458) | (24,251) |
Net Property and Equipment | 23,933 | 21,683 |
Land and Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 47,525 | 47,149 |
Accumulated Depreciation | (7,205) | (5,867) |
Net Property and Equipment | $ 40,320 | $ 41,282 |
Goodwill (Summary Of Changes In
Goodwill (Summary Of Changes In Carrying Amount Of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Goodwill [Line Items] | ||
Beginning balance | $ 1,940,082 | $ 1,246,872 |
Goodwill, Purchase Accounting Adjustments | 222 | 1,856 |
Ending balance | 2,161,592 | 1,940,082 |
Cordys Holding BV [Member] | ||
Goodwill [Line Items] | ||
Acquisition of goodwill | 18,589 | |
GXS Group, Inc. [Member] | ||
Goodwill [Line Items] | ||
Acquisition of goodwill | $ 672,765 | |
Goodwill, Purchase Accounting Adjustments | (23,500) | |
Informative Graphics Corporation [Member] | ||
Goodwill [Line Items] | ||
Acquisition of goodwill | 23,936 | |
Actuate Corporation [Member] | ||
Goodwill [Line Items] | ||
Acquisition of goodwill | $ 197,352 |
Acquired Intangible Assets (Cal
Acquired Intangible Assets (Calculation Of Acquired Intangibles By Asset Class) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 1,145,249 | $ 1,038,201 |
Accumulated Amortization | (465,770) | (312,883) |
Net | 679,479 | 725,318 |
Technology Assets [Member] | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | 428,724 | 369,376 |
Accumulated Amortization | (210,862) | (143,213) |
Net | $ 217,862 | 226,163 |
Weighted-average amortization period (in years) for acquired intangible assets | 5 years | |
Customer Assets [Member] | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 716,525 | 668,825 |
Accumulated Amortization | (254,908) | (169,670) |
Net | $ 461,617 | 499,155 |
Weighted-average amortization period (in years) for acquired intangible assets | 6 years | |
Reduction of Fully Amortized Assets [Member] | Technology Assets [Member] | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ (13,400) | (329,800) |
Reduction of Fully Amortized Assets [Member] | Customer Assets [Member] | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ (23,000) | $ (205,400) |
Acquired Intangible Assets (C61
Acquired Intangible Assets (Calculation Of Estimated Future Amortization Expense) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Acquired Intangible Assets [Abstract] | ||
2,016 | $ 181,453 | |
2,017 | 164,266 | |
2,018 | 151,573 | |
2,019 | 124,404 | |
2020 and beyond | 57,783 | |
Net | $ 679,479 | $ 725,318 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Other Assets, Noncurrent Disclosure [Abstract] | |||
Debt issuance costs | $ 30,630 | $ 19,834 | |
Deposits and restricted cash | 12,137 | 14,251 | |
Deferred implementation costs | 13,736 | 5,409 | |
Cost basis investments | 11,386 | 7,276 | |
Marketable Securities | 9,108 | 0 | |
Long-term prepaid expenses and other long-term assets | 8,579 | 5,271 | |
Total other assets | 85,576 | 52,041 | |
Write off of unamortized debt issuance costs | $ 2,919 | $ 0 | $ 0 |
Deferred Charges And Credits (D
Deferred Charges And Credits (Details) | 12 Months Ended |
Jun. 30, 2015 | |
Minimum [Member] | |
Schedule of Deferred Charges and Credits [Line Items] | |
Deferred charges and credits amortization, period | 6 years |
Maximum [Member] | |
Schedule of Deferred Charges and Credits [Line Items] | |
Deferred charges and credits amortization, period | 15 years |
Accounts Payable And Accrued 64
Accounts Payable And Accrued Liabilities (Narrative) (Details) - USD ($) $ in Millions | Jun. 30, 2015 | Jun. 30, 2014 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Present value of asset retirement obligation | $ 9.2 | $ 9.8 |
Undiscounted value of asset retirement obligation | $ 9.8 | $ 10.4 |
Accounts Payable And Accrued 65
Accounts Payable And Accrued Liabilities (Schedule Of Current Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accounts payable—trade | $ 15,558 | $ 16,025 |
Accrued salaries and commissions | 83,888 | 80,991 |
Accrued liabilities | 107,870 | 121,558 |
Accrued interest on Senior Notes | 20,625 | 0 |
Amounts payable in respect of restructuring and other Special charges (note 17) | 12,065 | 11,694 |
Asset retirement obligations | 1,364 | 1,686 |
Accounts payable and accrued liabilities | $ 241,370 | $ 231,954 |
Accounts Payable And Accrued 66
Accounts Payable And Accrued Liabilities (Schedule Of Long-Term Accrued Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | |
Accounts Payable and Accrued Liabilities [Abstract] | |||
Amounts payable in respect of restructuring and other Special charges (note 17) | $ 2,034 | $ 4,531 | |
Other accrued liabilities | [1] | 24,826 | 29,331 |
Asset retirement obligations | 7,822 | 8,137 | |
Accrued liabilities | $ 34,682 | $ 41,999 | |
[1] | * Other accrued liabilities consist primarily of tenant allowances, deferred rent and lease fair value adjustments relating to certain facilities acquired through business acquisitions. |
Long-Term Debt (Schedule Of Lon
Long-Term Debt (Schedule Of Long-Term Debt) (Details) - USD ($) | Jun. 30, 2015 | Jan. 15, 2015 | Jun. 30, 2014 |
Debt Instrument [Line Items] | |||
Long-term debt, Mortgage | $ 0 | $ 9,582,000 | |
Long-term debt, Total | 1,588,000,000 | 1,319,332,000 | |
Less: | |||
Current portion of long-term debt, Mortgage | 0 | 9,582,000 | |
Current portion of long-term debt | 8,000,000 | 62,582,000 | |
Non-current portion of long-term debt | 1,580,000,000 | 1,256,750,000 | |
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior Notes, Noncurrent | 800,000,000 | 0 | |
Less: | |||
Debt Instrument, Face Amount | $ 800,000,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | ||
Term Loan A [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, Term Loan | 0 | 513,750,000 | |
Less: | |||
Current portion of long-term debt, Term Loan | 0 | 45,000,000 | |
Term Loan B [Member] | |||
Debt Instrument [Line Items] | |||
Long-term debt, Term Loan | 788,000,000 | 796,000,000 | |
Less: | |||
Current portion of long-term debt, Term Loan | $ 8,000,000 | $ 8,000,000 |
Long-Term Debt (Term Loan A and
Long-Term Debt (Term Loan A and Revolver) (Narrative) (Details) | Jan. 16, 2014USD ($) | Dec. 31, 2011 | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | Jan. 15, 2015 | Nov. 09, 2011USD ($) |
Term Loan A [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Credit agreement, maximum capacity | $ 600,000,000 | ||||||
Term loan period, years | 5 years | ||||||
Term loan repayment as percentage of principal in year 1 | 1.25% | ||||||
Term loan repayment as percentage of principal in year 2 | 1.25% | ||||||
Term loan repayment as percentage of principal in year 3 | 1.88% | ||||||
Term loan repayment as percentage of principal in year 4 | 1.88% | ||||||
Term loan repayment as percentage of principal in year 5 | 2.50% | ||||||
Interest expense | $ 7,700,000 | $ 13,700,000 | $ 15,500,000 | ||||
Deb Instrument, Consolidated Leverage Ratio | 3 | ||||||
Deb Instrument, Consolidated Interest Coverage Ratio | 3 | ||||||
Deb Instrument, Consolidated Net Leverage Ratio | 4 | ||||||
Term Loan B [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Credit agreement, maximum capacity | $ 800,000,000 | ||||||
Term loan period, years | 7 years | ||||||
Term loan repayment as percentage of principal in year 1 | 0.25% | ||||||
Interest addition to floating rate | 0.75% | ||||||
Interest expense | 26,100,000 | $ 11,900,000 | |||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Credit agreement, maximum capacity | $ 300,000,000 | ||||||
Increase in borrowing capacity | $ 300,000,000 | ||||||
LIBOR [Member] | Term Loan A [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest addition to floating rate | 2.50% | ||||||
LIBOR [Member] | Term Loan B [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Interest addition to floating rate | 2.50% |
Long-Term Debt Long Term Debt (
Long-Term Debt Long Term Debt (Term Loan B) (Details) - USD ($) | Jan. 16, 2014 | Dec. 31, 2011 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Nov. 09, 2011 |
Term Loan A [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit agreement, maximum capacity | $ 600,000,000 | |||||
Term loan period, years | 5 years | |||||
Term loan repayment as percentage of principal in year 1 | 1.25% | |||||
Interest expense | $ 7,700,000 | $ 13,700,000 | $ 15,500,000 | |||
Term Loan B [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit agreement, maximum capacity | $ 800,000,000 | |||||
Term loan period, years | 7 years | |||||
Term loan repayment as percentage of principal in year 1 | 0.25% | |||||
Interest addition to floating rate | 0.75% | |||||
Interest expense | 26,100,000 | $ 11,900,000 | ||||
Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest expense | $ 20,600,000 | |||||
LIBOR [Member] | Term Loan A [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest addition to floating rate | 2.50% | |||||
LIBOR [Member] | Term Loan B [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest addition to floating rate | 2.50% |
Long-Term Debt (Mortgage) (Narr
Long-Term Debt (Mortgage) (Narrative) (Details) - Mortgage [Member] CAD in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2005CAD | Jun. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2013USD ($) | |
Debt Instrument [Line Items] | |||||
Mortgage loan principal amount | CAD | CAD 15 | ||||
Interest expense | $ 0.3 | $ 0.3 | $ 0.4 | ||
Repayments of Debt | $ 7.8 | ||||
Canadian Prime [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest addition to floating rate | 0.50% |
Long-Term Debt Long-Term Debt (
Long-Term Debt Long-Term Debt (Senior Notes) (Details) - Senior Notes [Member] - USD ($) | 12 Months Ended | |
Jun. 30, 2015 | Jan. 15, 2015 | |
Debt Instrument [Line Items] | ||
Debt Instrument, Face Amount | $ 800,000,000 | |
Interest expense | $ 20,600,000 |
Pension Plans And Other Post 72
Pension Plans And Other Post Retirement Benefits (Narrative) (Details) - USD ($) | Jun. 30, 2015 | Jun. 30, 2014 |
Defined Benefit Plan Disclosure [Line Items] | ||
Net pension liabilities | $ 54,161,000 | $ 57,251,000 |
CDT Defined Benefit Plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Accumulated other comprehensive income related to CDT pension plan | 400,000 | |
Net pension liabilities | 25,516,000 | 28,710,000 |
GXS Philippines defined benefit plan [Member] | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Fair value of plan assets | 33,000 | |
Net pension liabilities | $ 6,999,000 | $ 5,276,000 |
Pension Plans And Other Post 73
Pension Plans And Other Post Retirement Benefits (Schedule Of Defined Benefit Plans And Long-Term Employee Benefit Obligations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Benefit Obligation | $ 55,536 | $ 58,802 | $ 52,690 | ||
Defined Benefit Plan, Service Cost | 2,330 | 1,355 | |||
Defined Benefit Plan, Interest Cost | 1,649 | 1,410 | |||
Defined Benefit Plan, Benefits Paid | (1,366) | (1,049) | |||
Defined Benefit Plan, Actuarial Gain (Loss) | 4,578 | 3,229 | |||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (10,457) | 1,167 | |||
Total benefit obligation | 58,287 | 61,950 | |||
Current portion of benefit obligation | [1] | 1,550 | 1,650 | ||
Noncurrent portion of benefit obligation | 56,737 | 60,300 | |||
Defined Benefit Pension Plan Liabilities, Current | (1,375) | (1,551) | |||
Defined Benefit Pension Plan, Liabilities, Noncurrent | 54,161 | 57,251 | |||
Pension expense | 4,796 | 3,232 | 1,448 | ||
CDT Defined Benefit Plan [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Benefit Obligation | 26,091 | 29,344 | 23,871 | ||
Defined Benefit Plan, Service Cost | 452 | 458 | 457 | ||
Defined Benefit Plan, Interest Cost | 735 | 877 | 888 | ||
Defined Benefit Plan, Benefits Paid | (495) | (522) | |||
Defined Benefit Plan, Actuarial Gain (Loss) | 1,676 | 3,595 | |||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (5,621) | 1,065 | |||
Total benefit obligation | 26,091 | 29,344 | |||
Current portion of benefit obligation | [1] | 575 | 634 | ||
Noncurrent portion of benefit obligation | 25,516 | 28,710 | |||
Defined Benefit Pension Plan Liabilities, Current | (575) | (634) | |||
Defined Benefit Pension Plan, Liabilities, Noncurrent | 25,516 | 28,710 | |||
Defined Benefit Plan, Amortization of Gains (Losses) | 403 | 278 | 277 | ||
Pension expense | 1,590 | 1,613 | 1,622 | ||
GXS Germany defined benefit plan [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Benefit Obligation | 22,420 | 24,182 | 23,637 | [2] | |
Defined Benefit Plan, Service Cost | 360 | 173 | 0 | ||
Defined Benefit Plan, Interest Cost | 625 | 408 | 0 | ||
Defined Benefit Plan, Benefits Paid | (793) | (461) | |||
Defined Benefit Plan, Actuarial Gain (Loss) | 2,701 | 452 | |||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (4,655) | (27) | |||
Total benefit obligation | 22,420 | 24,182 | |||
Current portion of benefit obligation | [1] | 774 | 917 | ||
Noncurrent portion of benefit obligation | 21,646 | 23,265 | |||
Defined Benefit Pension Plan Liabilities, Current | (774) | (917) | |||
Defined Benefit Pension Plan, Liabilities, Noncurrent | 21,646 | 23,265 | |||
Defined Benefit Plan, Amortization of Gains (Losses) | 0 | 0 | 0 | ||
Pension expense | 985 | 581 | 0 | ||
GXS Philippines defined benefit plan [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Benefit Obligation | 7,025 | 5,276 | 5,182 | [2] | |
Defined Benefit Plan, Service Cost | 1,518 | 724 | 0 | ||
Defined Benefit Plan, Interest Cost | 289 | 125 | 0 | ||
Defined Benefit Plan, Benefits Paid | (78) | (66) | |||
Defined Benefit Plan, Actuarial Gain (Loss) | 201 | (818) | |||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (181) | 129 | |||
Total benefit obligation | 7,025 | 5,276 | |||
Current portion of benefit obligation | [1] | 26 | 0 | ||
Noncurrent portion of benefit obligation | 6,999 | 5,276 | |||
Defined Benefit Pension Plan Liabilities, Current | (26) | 0 | |||
Defined Benefit Pension Plan, Liabilities, Noncurrent | 6,999 | 5,276 | |||
Defined Benefit Plan, Amortization of Gains (Losses) | 0 | 0 | 0 | ||
Pension expense | 1,807 | 849 | 0 | ||
Other plans [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Total benefit obligation | 2,751 | 3,148 | |||
Current portion of benefit obligation | [1] | 175 | 99 | ||
Noncurrent portion of benefit obligation | 2,576 | 3,049 | |||
Total Defined Benefit Plan [Member] | |||||
Defined Benefit Plan Disclosure [Line Items] | |||||
Defined Benefit Plan, Service Cost | 2,330 | 1,355 | 457 | ||
Defined Benefit Plan, Interest Cost | 1,649 | 1,410 | 888 | ||
Defined Benefit Plan, Amortization of Gains (Losses) | 403 | 278 | 277 | ||
Pension expense | $ 4,382 | $ 3,043 | $ 1,622 | ||
[1] | The current portion of the benefit obligation has been included within "Accounts payable and accrued liabilities" in the Consolidated Balance Sheets. | ||||
[2] | * Beginning benefit obligation as of January 16, 2014. |
Pension Plans And Other Post 74
Pension Plans And Other Post Retirement Benefits (Schedule Of The Change In The Benefit Obligation Of Defined Benefit Plans) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | |||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Benefit obligation-beginning of period | $ 58,802 | $ 52,690 | |||||
Defined Benefit Plan, Service Cost | 2,330 | 1,355 | |||||
Defined Benefit Plan, Interest Cost | 1,649 | 1,410 | |||||
Defined Benefit Plan, Benefits Paid | (1,366) | (1,049) | |||||
Defined Benefit Plan, Actuarial Gain (Loss) | 4,578 | 3,229 | |||||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (10,457) | 1,167 | |||||
Benefit obligation-end of period | 58,802 | 52,690 | $ 52,690 | $ 55,536 | $ 58,802 | ||
Less: current portion | (1,375) | (1,551) | |||||
Defined Benefit Pension Plan, Liabilities, Noncurrent | 54,161 | 57,251 | |||||
CDT Defined Benefit Plan [Member] | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Benefit obligation-beginning of period | 29,344 | 23,871 | |||||
Defined Benefit Plan, Service Cost | 452 | 458 | 457 | ||||
Defined Benefit Plan, Interest Cost | 735 | 877 | 888 | ||||
Defined Benefit Plan, Benefits Paid | (495) | (522) | |||||
Defined Benefit Plan, Actuarial Gain (Loss) | 1,676 | 3,595 | |||||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (5,621) | 1,065 | |||||
Benefit obligation-end of period | 29,344 | 23,871 | 23,871 | 26,091 | 29,344 | ||
Less: current portion | (575) | (634) | |||||
Defined Benefit Pension Plan, Liabilities, Noncurrent | 25,516 | 28,710 | |||||
GXS Germany defined benefit plan [Member] | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Benefit obligation-beginning of period | 24,182 | 23,637 | [1] | ||||
Defined Benefit Plan, Service Cost | 360 | 173 | 0 | ||||
Defined Benefit Plan, Interest Cost | 625 | 408 | 0 | ||||
Defined Benefit Plan, Benefits Paid | (793) | (461) | |||||
Defined Benefit Plan, Actuarial Gain (Loss) | 2,701 | 452 | |||||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (4,655) | (27) | |||||
Benefit obligation-end of period | 24,182 | 23,637 | [1] | 23,637 | [1] | 22,420 | 24,182 |
Less: current portion | (774) | (917) | |||||
Defined Benefit Pension Plan, Liabilities, Noncurrent | 21,646 | 23,265 | |||||
GXS Philippines defined benefit plan [Member] | |||||||
Defined Benefit Plan Disclosure [Line Items] | |||||||
Benefit obligation-beginning of period | 5,276 | 5,182 | [1] | ||||
Defined Benefit Plan, Service Cost | 1,518 | 724 | 0 | ||||
Defined Benefit Plan, Interest Cost | 289 | 125 | 0 | ||||
Defined Benefit Plan, Benefits Paid | (78) | (66) | |||||
Defined Benefit Plan, Actuarial Gain (Loss) | 201 | (818) | |||||
Defined Benefit Plan, Foreign Currency Exchange Rate Gain (Loss) | (181) | 129 | |||||
Benefit obligation-end of period | $ 5,276 | $ 5,182 | [1] | $ 5,182 | [1] | 7,025 | 5,276 |
Less: current portion | (26) | 0 | |||||
Defined Benefit Pension Plan, Liabilities, Noncurrent | $ 6,999 | $ 5,276 | |||||
[1] | * Beginning benefit obligation as of January 16, 2014. |
Pension Plans And Other Post 75
Pension Plans And Other Post Retirement Benefits (Components Of Net Pension Expense For Pension Plans) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Service Cost | $ 2,330 | $ 1,355 | |
Defined Benefit Plan, Interest Cost | 1,649 | 1,410 | |
Net pension expense | 4,796 | 3,232 | $ 1,448 |
CDT Defined Benefit Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Service Cost | 452 | 458 | 457 |
Defined Benefit Plan, Interest Cost | 735 | 877 | 888 |
Defined Benefit Plan, Amortization of Gains (Losses) | 403 | 278 | 277 |
Net pension expense | 1,590 | 1,613 | 1,622 |
GXS Germany defined benefit plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Service Cost | 360 | 173 | 0 |
Defined Benefit Plan, Interest Cost | 625 | 408 | 0 |
Defined Benefit Plan, Amortization of Gains (Losses) | 0 | 0 | 0 |
Net pension expense | 985 | 581 | 0 |
GXS Philippines defined benefit plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Service Cost | 1,518 | 724 | 0 |
Defined Benefit Plan, Interest Cost | 289 | 125 | 0 |
Defined Benefit Plan, Amortization of Gains (Losses) | 0 | 0 | 0 |
Net pension expense | 1,807 | 849 | 0 |
Total Defined Benefit Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Service Cost | 2,330 | 1,355 | 457 |
Defined Benefit Plan, Interest Cost | 1,649 | 1,410 | 888 |
Defined Benefit Plan, Amortization of Gains (Losses) | 403 | 278 | 277 |
Net pension expense | $ 4,382 | $ 3,043 | $ 1,622 |
Pension Plans And Other Post 76
Pension Plans And Other Post Retirement Benefits (Schedule Of Weighted-Average Key Assumptions Used For Pension Plans) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Defined Benefit Plan, Service Cost | $ 2,330 | $ 1,355 | |
Defined Benefit Plan, Interest Cost | 1,649 | 1,410 | |
Pension expense | $ 4,796 | $ 3,232 | $ 1,448 |
CDT Defined Benefit Plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Salary increases | 2.00% | 2.50% | |
Pension increases | 1.75% | 2.00% | |
Discount rate | 2.36% | 2.90% | |
Defined Benefit Plan, Service Cost | $ 452 | $ 458 | 457 |
Defined Benefit Plan, Interest Cost | 735 | 877 | 888 |
Pension expense | $ 1,590 | $ 1,613 | 1,622 |
CDT Defined Benefit Plan [Member] | To Age 30 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employee fluctuation rate | 1.00% | 1.00% | |
CDT Defined Benefit Plan [Member] | To Age 35 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employee fluctuation rate | 0.50% | 0.50% | |
CDT Defined Benefit Plan [Member] | To Age 40 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employee fluctuation rate | 0.00% | 0.00% | |
CDT Defined Benefit Plan [Member] | To Age 45 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employee fluctuation rate | 0.50% | 0.50% | |
CDT Defined Benefit Plan [Member] | To Age 50 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employee fluctuation rate | 0.50% | 0.50% | |
CDT Defined Benefit Plan [Member] | From Age 51 [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Employee fluctuation rate | 1.00% | 1.00% | |
GXS Germany defined benefit plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Salary increases | 2.00% | 2.00% | |
Pension increases | 2.00% | 2.00% | |
Discount rate | 2.54% | 3.00% | |
Defined Benefit Plan, Service Cost | $ 360 | $ 173 | 0 |
Defined Benefit Plan, Interest Cost | 625 | 408 | 0 |
Pension expense | $ 985 | $ 581 | 0 |
GXS Philippines defined benefit plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Salary increases | 7.00% | 7.00% | |
Pension increases | 3.50% | 6.00% | |
Discount rate | 4.75% | 5.15% | |
Normal retirement age | 60 years | 60 years | |
Defined Benefit Plan, Service Cost | $ 1,518 | $ 724 | 0 |
Defined Benefit Plan, Interest Cost | 289 | 125 | 0 |
Pension expense | $ 1,807 | $ 849 | $ 0 |
Minimum [Member] | GXS Germany defined benefit plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Normal retirement age | 65 years | 65 years | |
Maximum [Member] | GXS Germany defined benefit plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Normal retirement age | 67 years | 67 years |
Pension Plans And Other Post 77
Pension Plans And Other Post Retirement Benefits (Anticipated Pension Payments Under Pension Plans) (Details) $ in Thousands | Jun. 30, 2015USD ($) |
CDT Defined Benefit Plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2,016 | $ 575 |
2,017 | 629 |
2,018 | 672 |
2,019 | 754 |
2,020 | 821 |
2021 to 2025 | 5,039 |
Total | 8,490 |
GXS Germany defined benefit plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2,016 | 774 |
2,017 | 788 |
2,018 | 877 |
2,019 | 937 |
2,020 | 989 |
2021 to 2025 | 5,373 |
Total | 9,738 |
GXS Philippines defined benefit plan [Member] | |
Defined Benefit Plan Disclosure [Line Items] | |
2,016 | 26 |
2,017 | 35 |
2,018 | 43 |
2,019 | 105 |
2,020 | 69 |
2021 to 2025 | 1,203 |
Total | $ 1,481 |
Share Capital, Option Plans A78
Share Capital, Option Plans And Share-Based Payments (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 1,368,410 | 2,206,442 | ||
Expected life (in years) | 4 years 3 months 29 days | 4 years 4 months 10 days | 4 years 4 months 6 days | |
Dividends declared per common share (in dollars per share) | $ 0.7175 | $ 0.6225 | $ 0.15 | |
Payments of Dividends | $ (87,629) | $ (74,693) | $ (17,703) | |
Share-based compensation expense | $ 22,047 | $ 19,906 | $ 15,575 | |
Purchase of treasury stock (in shares) | 240,222 | 25,760 | 0 | |
Stock Repurchased During Period, Value | $ 10,600 | $ 1,300 | ||
Issuance of treasury stock (in shares) | 377,775 | 484,238 | 365,232 | |
Number of options outstanding (in shares) | 4,375,365 | 4,273,226 | 3,610,782 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 11 months 16 days | 5 years 3 months 29 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 42.26 | $ 36.35 | $ 24.72 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,309,484 | 912,375 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 32.32 | $ 23.14 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years | |||
Unrecognized compensation cost relating to unvested stock awards | $ 34,500 | |||
Unvested stock awards compensation cost, weighted average recognition period | 2 years 5 months 19 days | |||
Cash proceeds from exercise of options granted | $ 12,200 | $ 22,200 | $ 14,200 | |
Tax benefit realized from exercise of options | $ 1,000 | $ 1,800 | 1,300 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (476,103) | (1,043,646) | ||
Stock Options [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 12,193 | $ 7,883 | 5,751 | |
Number of options outstanding (in shares) | 4,375,365 | |||
Common shares available for issuance (in shares) | 3,020,168 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||
Expire period of options, minimum term | 7 years | |||
Expire period of options, maximum term | 10 years | |||
Performance Stock Units (PSUs) [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 2,287 | 4,643 | 6,998 | |
Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 45,000 | |||
Deferred Stock Units [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 2,038 | $ 1,548 | $ 985 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 38,052 | 42,298 | 40,048 | |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 0 | $ 0 | $ 9 | |
Employee Share Purchase Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Cash received from employee stock purchase plan | $ 3,100 | 2,600 | 2,100 | |
1998 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 15,828,580 | |||
Share-based Compensation Arrangement by Share-based Payment Award Options, Vesting Schedule | 25.00% | |||
Number of options outstanding (in shares) | 24,000 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | $ 10 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 10 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (10,694,360) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | (5,110,220) | |||
2004 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 12,725,742 | |||
Share-based Compensation Arrangement by Share-based Payment Award Options, Vesting Schedule | 25.00% | |||
Number of options outstanding (in shares) | 4,351,365 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | $ 13.85 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 57.29 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (5,710,107) | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | (2,664,270) | |||
Fiscal 2014 LTIP | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Stock Issued During Period, Shares, Share-based Compensation, Net of Forfeitures | 355,553 | |||
Stock Issued During Period, Value, Share-based Compensation, Net of Forfeitures | $ 8,500 | |||
Long Term Incentive Plan | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Unvested stock awards compensation cost, weighted average recognition period | 1 year 9 months 4 days | |||
Issued under Long Term Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 4,574 | 2,062 | 1,283 | |
Issued under Long Term Incentive Plan [Member] | Restricted Stock Units (RSUs fully vested) [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | 0 | 3,300 | 0 | |
Other Issuance [Member] | Restricted Stock Units (RSUs) [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 955 | $ 470 | $ 549 | |
Minimum [Member] | 1998 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Termination Grace Periods | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Feb. 3, 2016 | |||
Minimum [Member] | 2004 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Termination Grace Periods | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Nov. 5, 2015 | |||
Maximum [Member] | 1998 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Termination Grace Periods | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Feb. 3, 2016 | |||
Maximum [Member] | 2004 Stock Option Plan [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Termination Grace Periods | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Date | Apr. 30, 2022 | |||
Stock Options Exercise Price Range One [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 560,550,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 2 years 7 months 2 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 22.57 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 449,300,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 21.83 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 10 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 26.22 | |||
Stock Options Exercise Price Range Two [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 256,773,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 4 months 28 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 27.88 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 90,979,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 28.01 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 26.37 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 29.64 | |||
Stock Options Exercise Price Range Three [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 665,123,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 3 years 7 months 6 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 30.18 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 345,123,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 30.18 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 30.18 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 30.18 | |||
Stock Options Exercise Price Range Four [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 440,079,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 6 months | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 37.65 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 144,832,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 38.40 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 31.76 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 49.04 | |||
Stock Options Exercise Price Range Five [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 1,123,000,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years 5 months 16 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 50.08 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 279,250,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 50.08 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 50.08 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 50.08 | |||
Stock Options Exercise Price Range Six [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 1,166,010,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 6 months | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 53.88 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 0 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 51.16 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 55.65 | |||
Stock Options Exercise Price Range Seven [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 163,830,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 6 years 2 months 9 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 57.29 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 0 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 0 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 57.29 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 57.29 | |||
Stock Options Exercise Price Range Eight [Member] | ||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||
Number of options outstanding (in shares) | 4,375,365,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 11 months 16 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 42.26 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,309,484,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 32.32 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Lower Range Limit | 10 | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range, Upper Range Limit | $ 57.29 |
Share Capital, Option Plans A79
Share Capital, Option Plans And Share-Based Payments (Summary Of Share-Based Compensation Costs) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Net of Forfeitures | 1,368,410 | 2,206,442 | |
Employee Service Share-based Compensation, Cash Received from Exercise of Stock Options | $ 12,200 | $ 22,200 | $ 14,200 |
Share-based compensation expense | 22,047 | 19,906 | 15,575 |
Employee Service Share-based Compensation, Tax Benefit Realized from Exercise of Stock Options | $ 1,000 | $ 1,800 | $ 1,300 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (476,103) | (1,043,646) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,375,365 | 4,273,226 | 3,610,782 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | $ 42.26 | $ 36.35 | $ 24.72 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | 54.33 | 46.52 | |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Exercises in Period, Weighted Average Exercise Price | $ 25.54 | $ 21.29 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period | (790,168) | (500,352) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures and Expirations in Period, Weighted Average Exercise Price | $ 41.25 | $ 28.72 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 11 months 16 days | 5 years 3 months 29 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 22,153 | $ 52,698 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,309,484 | 912,375 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 32.32 | $ 23.14 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 3 years 5 months 23 days | 3 years 5 months 19 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value | $ 13,635 | $ 22,624 | |
Stock Options [Member] | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 12,193 | 7,883 | $ 5,751 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 4,375,365 | ||
Performance Stock Units (PSUs) [Member] | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 2,287 | 4,643 | 6,998 |
Deferred Stock Units (Directors) [Member] | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 2,038 | 1,548 | 985 |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 0 | 0 | 9 |
Issued under Long Term Incentive Plan [Member] | Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 4,574 | 2,062 | 1,283 |
Other Issuance [Member] | Restricted Stock Units [Member] | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 955 | $ 470 | $ 549 |
Share Capital, Option Plans A80
Share Capital, Option Plans And Share-Based Payments (Summary Of Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Options | ||
Options granted (in shares) | 1,368,410 | 2,206,442 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | (476,103) | (1,043,646) |
Options forfeited or expired (in shares) | (790,168) | (500,352) |
Options outstanding beginning balance (in shares) | 4,273,226 | 3,610,782 |
Options outstanding ending balance (in shares) | 4,375,365 | 4,273,226 |
Weighted- Average Exercise Price | ||
Options outstanding beginning balance, weighted-average exercise price (in dollars per share) | $ 36.35 | $ 24.72 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | 54.33 | 46.52 |
Options exercised, weighted-average exercise price (in dollars per share) | 25.54 | 21.29 |
Options forfeited or expired, weighted-average exercise price (in dollars per share) | 41.25 | 28.72 |
Options outstanding ending balance, weighted-average exercise price (in dollars per share) | 42.26 | 36.35 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ 32.32 | $ 23.14 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 4 years 11 months 16 days | 5 years 3 months 29 days |
Options exercisable, weighted-average remaining contractual term | 3 years 5 months 23 days | 3 years 5 months 19 days |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value | $ 22,153 | $ 52,698 |
Options exercisable, aggregate intrinsic value | $ 13,635 | $ 22,624 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 1,309,484 | 912,375 |
Share Capital, Option Plans A81
Share Capital, Option Plans And Share-Based Payments (Schedule Of Weighted-Average Fair Value Of Options And Weighted-Average Assumptions Used) (Details) - $ / shares | 12 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | ||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||||
Weighted-average fair value of options granted (in dollars per share) | $ 13.46 | $ 11.55 | $ 8.39 | |
Expected volatility | 32.00% | 32.00% | 37.00% | |
Risk–free interest rate | 1.41% | 1.34% | 0.66% | |
Expected dividend yield | 1.23% | 1.32% | 0.31% | |
Expected life (in years) | 4 years 3 months 29 days | 4 years 4 months 10 days | 4 years 4 months 6 days | |
Forfeiture rate (based on historical rates) | 5.00% | 5.00% | 5.00% | |
Average exercised share price (in dollars per share) | $ 54.33 | $ 46.52 | $ 28.15 | |
Monte Carlo Valuation Method [Member] | ||||
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Requisite Service Period | [1] | 2 years 26 days | ||
[1] | Options valued using Monte Carlo Valuation Method |
Share Capital, Option Plans A82
Share Capital, Option Plans And Share-Based Payments Share Capital, Option Plans And Share-Based Payments (Schedule of Long Term Incentive Plan Expense) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Unvested stock awards compensation cost, weighted average recognition period | 2 years 5 months 19 days | ||
Long Term Incentive Plan | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Compensation cost not yet recognized | $ 10.7 | ||
Unvested stock awards compensation cost, weighted average recognition period | 1 year 9 months 4 days | ||
Employee Share Purchase Plan [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Cash received from employee stock purchase plan | $ 3.1 | $ 2.6 | $ 2.1 |
Guarantees And Contingencies (D
Guarantees And Contingencies (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 30, 2012 | Jun. 30, 2010 | ||
Total long-term debt obligations | [1] | $ 2,088,255 | ||||
Long-term debt obligations due within one year | [1] | 78,938 | ||||
Long-term debt obligations due in second and third years | [1] | 156,944 | ||||
Long-term debt obligations due in fourth and fifth years | [1] | 155,957 | ||||
Long-term debt obligations due after fifth year | [1] | 1,696,416 | ||||
Total operating lease obligations | [2] | 200,984 | ||||
Operating lease obligations due within one year | [2] | 47,642 | ||||
Operating lease obligations due in second and third years | [2] | 69,155 | ||||
Operating lease obligations due in fourth and fifth years | [2] | 44,253 | ||||
Operating lease obligations due after fifth year | [2] | 39,934 | ||||
Total purchase obligations | 15,457 | |||||
Purchase obligations due within one year | 9,707 | |||||
Purchase obligations due in second and third years | 5,505 | |||||
Purchase obligations due in fourth and fifth years | 245 | |||||
Purchase obligations due after fifth year | 0 | |||||
Total obligations | 2,304,696 | |||||
Total obligations due within one year | 136,287 | |||||
Total obligations due in second and third years | 231,604 | |||||
Total obligations due in fourth and fifth years | 200,455 | |||||
Total obligations due after fifth year | 1,736,350 | |||||
Non-cancelable sublease income | 2,800 | |||||
Provision for (recovery of) income taxes (note 14) | 31,638 | $ 58,461 | $ 29,690 | |||
GXS Group, Inc. [Member] | ||||||
Tax contingency, foreign, amount | 2,300 | |||||
Guarantor obligations, current carrying value | 3,600 | |||||
Loss contingency accrual | 6,100 | |||||
GXS India [Member] | ||||||
Loss contingency accrual | $ 1,400 | |||||
IRS Notice of Proposed Adjustment [Member] | ||||||
Provision for (recovery of) income taxes (note 14) | $ 80,000 | $ 280,000 | ||||
additional tax expense | 20.00% | |||||
[1] | Long-term debt obligations include our Senior Notes issued on January 15, 2015. For more details relating to the Senior Notes and the repayments of our Term Loan A and our mortgage, see note 10. | |||||
[2] | Net of $2.8 million of sublease income to be received from properties which we have subleased to third parties. |
Income Taxes (Interest And Pena
Income Taxes (Interest And Penalties Related To Liabilities For Income Tax Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Income Tax Disclosure [Abstract] | |||
Interest expense (income) | $ 4,451 | $ 6,969 | $ (736) |
Penalties expense (recoveries) | (2,032) | 287 | 65 |
Total | $ 2,419 | $ 7,256 | $ (671) |
Income Taxes (Interest Accrued
Income Taxes (Interest Accrued And Penalties Accrued Related To Income Tax Expense) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Interest expense accrued | [1] | $ 28,827 | $ 26,235 |
Penalties accrued | [1] | $ 5,040 | $ 7,858 |
[1] | These balances have been included within "Long-term income taxes payable" within the Consolidated Balance Sheets. |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |||
Unrecognized Tax Benefits | $ 180,249 | $ 190,219 | $ 148,903 | ||
Deferred Tax Assets, Operating Loss Carryforwards | 223,812 | 205,576 | |||
Investment Tax Credit | 44,700 | ||||
Deferred Tax Assets, Other Loss Carryforwards | 3,470 | 3,452 | |||
Deferred Tax Assets Research and Development | 80,804 | 76,743 | |||
Deferred Tax Assets, Property, Plant and Equipment | 25,974 | 16,441 | |||
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Restructuring Charges | 17,271 | 20,889 | |||
Deferred Tax Assets, Deferred Income | 75,067 | 75,515 | |||
Deferred Tax Assets, Other | 47,581 | 33,993 | |||
Deferred Tax Assets, Gross | 473,979 | 432,609 | |||
Deferred Tax Assets, Valuation Allowance | (133,459) | (108,734) | |||
Deferred Tax Liabilities, Deferred Expense, Capitalized Research and Development Costs | (6,831) | (6,848) | |||
Deferred Tax Liabilities, Intangible Assets | (180,457) | (165,858) | |||
Deferred Tax Liabilities, Other | (37,292) | (23,133) | |||
Deferred Tax Liabilities, Net | (224,580) | (195,839) | |||
Deferred Tax Assets, Net of Valuation Allowance | 115,940 | 128,036 | |||
Deferred Tax Assets, Net of Valuation Allowance, Current | 30,711 | 28,215 | |||
Deferred tax assets (note 14) | 155,411 | 161,247 | |||
Deferred Tax Liabilities, Net, Current | (997) | (1,053) | |||
Deferred Tax Liabilities, Net, Noncurrent | (69,185) | (60,373) | |||
Deferred Tax Assets, Net | 115,940 | 128,036 | |||
Unrecognized Tax Benefits, Increase Resulting from Current Period Tax Positions | 5,881 | 5,037 | |||
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions | 1,376 | 45,266 | [1] | ||
Unrecognized Tax Benefits, Decrease Resulting from Settlements with Taxing Authorities | (3,084) | (2,321) | |||
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | (14,143) | (6,666) | |||
Unrecognized Tax Benefits Of Deferred Tax Assets Offset by Valuation Allowance | 25,100 | ||||
Net Unrecognized Tax Benefit Excluding Portion Offset by Valuation Allowance | $ 155,100 | $ 162,600 | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 26.50% | 26.50% | 26.50% | ||
Current Federal Tax Expense (Benefit) | $ (839) | $ 1,424 | $ 747 | ||
Income (Loss) from Continuing Operations before Income Taxes, Domestic | $ (26,927) | $ (11,623) | (20,525) | ||
Effective Income Tax Rate Reconciliation, Percent | 11.90% | 21.10% | |||
Effective Income Tax Rate Reconciliation, Increase in Net Expense of Unrecognized Tax Benefits | $ 15,000 | ||||
Income Tax Reconciliation Effect of Permanent Difference | 1,321 | $ 7,643 | 6,008 | ||
Interest expense accrued | [2] | 28,827 | 26,235 | ||
Penalties accrued | [2] | 5,040 | 7,858 | ||
Increase (decrease) in gross unrecognized tax benefit in next 12 months | (15,600) | ||||
Taxes paid on cash distribution | 12,100 | 7,600 | |||
Income (Loss) from Continuing Operations before Income Taxes, Foreign | 292,971 | 288,158 | 198,735 | ||
Income (Loss) from Continuing Operations before Equity Method Investments, Income Taxes, Extraordinary Items, Noncontrolling Interest | 266,044 | 276,535 | 178,210 | ||
Current Foreign Tax Expense (Benefit) | 47,055 | 69,371 | 34,739 | ||
Current Income Tax Expense (Benefit) | 46,216 | 70,795 | 35,486 | ||
Deferred Federal Income Tax Expense (Benefit) | 3,390 | 5,901 | 3,126 | ||
Deferred Foreign Income Tax Expense (Benefit) | (17,968) | (18,235) | (8,922) | ||
Deferred taxes | (14,578) | (12,334) | (5,796) | ||
Provision for (recovery of) income taxes (note 14) | 31,638 | 58,461 | 29,690 | ||
Effective Income Tax Rate Reconciliation at Federal Statutory Income Tax Rate, Amount | 70,501 | 73,282 | 47,226 | ||
Effective Income Tax Rate Reconciliation, Foreign Income Tax Rate Differential, Amount | (57,017) | (52,577) | (27,026) | ||
Effective Income Tax Rate Reconciliation, Change in Deferred Tax Assets Valuation Allowance, Amount | 6,617 | 3,281 | 2,082 | ||
Income Tax Reconciliation Amortization of Deferred Charges | 10,525 | 11,307 | 10,922 | ||
Income Tax Reconciliation Tax Reserve | (1,800) | 13,214 | (13,076) | ||
Income Tax Reconciliation Withholding Tax | 3,045 | 2,234 | 2,847 | ||
Income Tax Reconciliation Other Items | (1,554) | 68 | 8,136 | ||
Income Tax Reconciliation Impact Of Internal Reorganization Of Subsidiaries And Legal Entity Reductions | 0 | 9 | $ (7,429) | ||
Income Tax Rate Reconciliation, Foreing Income Tax Rate | (6,300) | ||||
Tax Impact on lower Income | 7,200 | ||||
Domestic Tax Authority [Member] | |||||
Operating Loss Carryforwards | 46,200 | ||||
Foreign Tax Authority [Member] | |||||
Operating Loss Carryforwards | 648,400 | ||||
Deferred Tax Assets, Operating Loss Carryforwards, Not Subject to Expiration | $ 66,800 | ||||
GXS Group, Inc. [Member] | |||||
Unrecognized Tax Benefits, Increase Resulting from Prior Period Tax Positions | $ 17,400 | ||||
[1] | Included in these balances as of June 30, 2014 are acquired balances of $17.4 million relating to the acquisition of GXS. | ||||
[2] | These balances have been included within "Long-term income taxes payable" within the Consolidated Balance Sheets. |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total recurring assets fair value | $ 20,547 | $ 756 | |
Derivative financial instrument asset (liability) (note 16) | 273 | 756 | |
Significant other observable inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total recurring assets fair value | 20,547 | 756 | |
Derivative financial instrument asset (liability) (note 16) | 273 | 756 | |
Corporate Bond Securities [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total recurring assets fair value | 20,274 | [1] | 0 |
Corporate Bond Securities [Member] | Significant other observable inputs (Level 2) [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Total recurring assets fair value | $ 20,274 | $ 0 | |
[1] | These assets in the table above are classified as Level 2 as certain specific assets included within may not have quoted prices that are readily accessible in an active market or we may have relied on alternative pricing methods that do not rely exclusively on quoted prices to determine the fair value of the investments. |
Fair Value Measurements-Cash an
Fair Value Measurements-Cash and Short term Investments (Details) - Short-term Investments [Member] - Corporate Bond Securities [Member] $ in Thousands | Jun. 30, 2015USD ($) |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |
Cost | $ 20,286 |
Gross Unrealized Gains | 2 |
Gross Unrealized (Losses) | (14) |
Estimated Fair Value | $ 20,274 |
Derivative Instruments And He89
Derivative Instruments And Hedging Activities (Fair Value Of Derivative Instruments In The Condensed Consolidated Balance Sheets) (Details) - Foreign Exchange Forward [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Derivatives, Fair Value [Line Items] | ||
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars | $ 76,400 | $ 99,600 |
Cash Flow Hedging [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion) | (8,252) | (485) |
Accounts Payable and Accrued Liabilities [Member] | Cash Flow Hedging [Member] | Designated As Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset (Liability) | $ 273 | |
Prepaid Expenses and Other Current Assets [Member] | Cash Flow Hedging [Member] | Designated As Hedging Instrument [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset (Liability) | $ 756 |
Derivative Instruments And He90
Derivative Instruments And Hedging Activities (Effects Of Derivative Instruments On Income And Other Comprehensive Income (OCI)) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Derivatives, Fair Value [Line Items] | |||
Loss (gain) reclassified into net income | $ 5,710 | $ 3,242 | $ (1,482) |
Cash Flow Hedging [Member] | Foreign Exchange Forward [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion) | (8,252) | (485) | |
Amount of Gain or (Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) | 0 | 0 | |
Cash Flow Hedging [Member] | Foreign Exchange Forward [Member] | Operating Expenses [Member] | |||
Derivatives, Fair Value [Line Items] | |||
Loss (gain) reclassified into net income | $ (7,769) | $ (4,411) |
Special Charges (Narrative) (De
Special Charges (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Restructuring Cost and Reserve [Line Items] | |||
Acquisition-related costs | $ 4,462 | $ 10,074 | $ 4,925 |
Special Charges [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Acquisition-related costs | 4,000 | 8,600 | 2,900 |
Acquisition-integration related costs | 500 | 1,500 | 2,000 |
Pre-Aquisition Sales Tax Liabilities[Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | (8,800) | (7,000) | 1,900 |
Pre-Acquisition Tax Liabilities Becoming Statute Barred [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | (2,700) | ||
Interest Released on Certain Pre-Acquisition Liabilities [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | (1,400) | ||
Write-off of Debt Issuance Costs [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | 2,900 | ||
Post-Business Combination Compensation Obligations [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | 2,100 | ||
Leasehold Improvements [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | 1,200 | ||
Settlement agreement IXOS [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | 1,400 | ||
Litigation Settlement [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | 400 | ||
Miscellaneous Other Charges [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges | 500 | ||
OpenText/Actuate Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges | 8,218 | 0 | 0 |
Restructuring Reserve | 5,968 | 0 | |
Special charges recorded to date | 8,000 | ||
OpenText/GXS Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges | 8,163 | 19,306 | 0 |
Restructuring Reserve | 7,282 | 11,079 | $ 0 |
Special charges recorded to date | 27,500 | ||
OpenText/GXS Restructuring Plan [Member] | Other Restructuring [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 0 | $ 0 | |
Minimum [Member] | OpenText/Actuate Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | 32,000 | ||
Maximum [Member] | OpenText/Actuate Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring and Related Cost, Expected Cost | $ 35,000 |
Special Charges (Schedule Of Sp
Special Charges (Schedule Of Special Charges Related To Restructuring Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Restructuring Cost and Reserve [Line Items] | |||
Acquisition-related costs | $ 4,462 | $ 10,074 | $ 4,925 |
Other charges | (6,211) | (5,558) | 2,770 |
Total Special charges (recoveries) | 12,823 | 31,314 | 24,034 |
OpenText/Actuate Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 5,968 | 0 | |
Special charges | 8,218 | 0 | 0 |
Restructuring Reserve, Accrual Adjustment | 8,218 | ||
Payments for Restructuring | (2,196) | ||
Restructuring Reserve, Translation Adjustment | (54) | ||
OpenText/GXS Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 7,282 | 11,079 | 0 |
Special charges | 8,163 | 19,306 | 0 |
Restructuring Reserve, Accrual Adjustment | 8,163 | 19,306 | |
Payments for Restructuring | (11,522) | (8,154) | |
Restructuring Reserve, Translation Adjustment | (438) | (73) | |
Restructuring Plans prior to OpenText/GXS Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges | (1,809) | 7,492 | 16,339 |
Workforce Reduction [Member] | OpenText/Actuate Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 3,842 | 0 | |
Restructuring Reserve, Accrual Adjustment | 6,015 | ||
Payments for Restructuring | (2,135) | ||
Restructuring Reserve, Translation Adjustment | (38) | ||
Workforce Reduction [Member] | OpenText/GXS Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 2,846 | 5,051 | 0 |
Restructuring Reserve, Accrual Adjustment | 5,244 | 13,017 | |
Payments for Restructuring | (6,848) | (7,739) | |
Restructuring Reserve, Translation Adjustment | (601) | (227) | |
Facility Costs [Member] | OpenText/Actuate Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 2,126 | 0 | |
Restructuring Reserve, Accrual Adjustment | 2,203 | ||
Payments for Restructuring | (61) | ||
Restructuring Reserve, Translation Adjustment | (16) | ||
Facility Costs [Member] | OpenText/GXS Restructuring Plan [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring Reserve | 4,436 | 6,028 | $ 0 |
Restructuring Reserve, Accrual Adjustment | 1,159 | 6,289 | |
Payments for Restructuring | (2,914) | (415) | |
Restructuring Reserve, Translation Adjustment | $ 163 | $ 154 |
Special Charges (Schedule Of Re
Special Charges (Schedule Of Restructuring Reserve) (Details) - OpenText/GXS Restructuring Plan [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Reserve [Roll Forward] | ||
Beginning balance | $ 11,079 | $ 0 |
Accruals and adjustments | 8,163 | 19,306 |
Cash payments | (11,522) | (8,154) |
Foreign exchange | (438) | (73) |
Ending balance | 7,282 | 11,079 |
Workforce Reduction [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 5,051 | 0 |
Accruals and adjustments | 5,244 | 13,017 |
Cash payments | (6,848) | (7,739) |
Foreign exchange | (601) | (227) |
Ending balance | 2,846 | 5,051 |
Facility Costs [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 6,028 | 0 |
Accruals and adjustments | 1,159 | 6,289 |
Cash payments | (2,914) | (415) |
Foreign exchange | 163 | 154 |
Ending balance | 4,436 | 6,028 |
Other Restructuring [Member] | ||
Restructuring Reserve [Roll Forward] | ||
Beginning balance | 0 | |
Accruals and adjustments | 1,760 | |
Cash payments | (1,760) | |
Foreign exchange | 0 | |
Ending balance | $ 0 | $ 0 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) | Jan. 16, 2015 | Jan. 02, 2015 | Jan. 16, 2014 | Aug. 15, 2013 | Jul. 02, 2012 | Dec. 31, 2014 | Jun. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Business Acquisition [Line Items] | |||||||||||
Goodwill, Purchase Accounting Adjustments | $ 222,000 | $ 1,856,000 | |||||||||
Acquisition-related costs | 4,462,000 | 10,074,000 | $ 4,925,000 | ||||||||
Goodwill (note 5) | $ 2,161,592,000 | 2,161,592,000 | 1,940,082,000 | 1,246,872,000 | |||||||
Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash consideration accrued for but unpaid | [1] | $ 8,200,000 | |||||||||
Cash Acquired from Acquisition | 22,463,000 | ||||||||||
Business Acquisition, Pro Forma Revenue | 1,907,532,000 | 1,739,995,000 | |||||||||
Business Combination, Pro Forma Information, Revenue of Acquiree since Acquisition Date, Actual | 34,093,000 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 78,150,000 | ||||||||||
Cash consideration paid | [1] | 322,417,000 | |||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 291,800,000 | 0 | 0 | ||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 0 | ||||||||||
Acquired receivables, fair value | 23,400,000 | ||||||||||
Acquired receivables, gross contractual amount | 23,600,000 | ||||||||||
Acquired receivables, estimated uncollectible | 200,000 | ||||||||||
Acquisition-related costs | 3,340,000 | ||||||||||
Purchase consideration | 331,956,000 | ||||||||||
Non-current tangible assets | 13,540,000 | ||||||||||
Liabilities and non-controlling interest assumed | (79,686,000) | ||||||||||
Total identifiable net assets | 134,604,000 | ||||||||||
Goodwill (note 5) | 197,352,000 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 331,956,000 | ||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | [2] | 14,242,000 | |||||||||
Business Acquisition, Pro Forma Net Income (Loss) | [3],[4] | 210,054,000 | 196,879,000 | ||||||||
Available-for-sale Securities, Equity Securities | 9,539,000 | ||||||||||
Available-for-sale Securities, Gross Realized Gains | 3,100,000 | ||||||||||
Informative Graphics Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash consideration paid | $ 36,500,000 | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 38,700,000 | 35,180,000 | 0 | 0 | |||||||
Business Combination, Contingent Consideration Arrangements, Change in Range of Outcomes, Contingent Consideration, Liability, Value, High | 3,500,000 | ||||||||||
Acquisition-related costs | 400,000 | ||||||||||
Purchase consideration | $ 40,000,000 | ||||||||||
GXS Group, Inc. [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Goodwill, Purchase Accounting Adjustments | (23,500,000) | ||||||||||
Escrow Deposit Related to Business Acquisition | $ 60,000,000 | ||||||||||
Cash Acquired from Acquisition | 24,382,000 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | 127,406,000 | ||||||||||
Cash consideration paid | 1,101,874,000 | ||||||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 116,777,000 | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | 1,076,886,000 | 0 | ||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 0 | ||||||||||
Acquired receivables, fair value | 94,300,000 | ||||||||||
Acquired receivables, gross contractual amount | 108,200,000 | ||||||||||
Acquired receivables, estimated uncollectible | 13,900,000 | ||||||||||
Purchase consideration | 1,218,651,000 | ||||||||||
Non-current tangible assets | 36,139,000 | ||||||||||
Liabilities and non-controlling interest assumed | 105,459,000 | ||||||||||
Total identifiable net assets | 545,886,000 | ||||||||||
Goodwill (note 5) | 672,765,000 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 1,218,651,000 | ||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 2,595,042 | ||||||||||
Escrow Deposit Related to Business Acquisition, Disbursement Amount | $ 30,000,000 | 30,000,000 | |||||||||
Cordys Holding BV [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Cash consideration paid | $ 33,200,000 | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | $ 30,600,000 | 0 | 30,588,000 | 0 | |||||||
EasyLink Services International Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets | $ 74,560,000 | ||||||||||
Cash consideration paid | 342,272,000 | ||||||||||
Payments to Acquire Businesses, Net of Cash Acquired | 0 | $ 0 | $ 315,331,000 | ||||||||
Business Acquisition, Goodwill, Expected Tax Deductible Amount | 0 | ||||||||||
Acquired receivables, fair value | 26,200,000 | ||||||||||
Non-current tangible assets | 35,024,000 | ||||||||||
Liabilities and non-controlling interest assumed | 148,028,000 | ||||||||||
Total identifiable net assets | 158,656,000 | ||||||||||
Goodwill (note 5) | 183,616,000 | ||||||||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | 342,272,000 | ||||||||||
Customer Assets [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 62,600,000 | ||||||||||
Customer Assets [Member] | GXS Group, Inc. [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 364,600,000 | ||||||||||
Customer Assets [Member] | EasyLink Services International Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 126,600,000 | ||||||||||
Technology Assets [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 60,000,000 | ||||||||||
Technology Assets [Member] | GXS Group, Inc. [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 123,200,000 | ||||||||||
Technology Assets [Member] | EasyLink Services International Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 70,500,000 | ||||||||||
Special Charges [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | (6,200,000) | ||||||||||
Amortization Intangible Assets [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | (12,700,000) | ||||||||||
Tax Recovery [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Combination, Pro Forma Information, Earnings or Loss of Acquiree since Acquisition Date, Actual | $ 6,000,000 | ||||||||||
Acquisition-related Costs [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition, Pro Forma Net Income (Loss) | 12,800,000 | ||||||||||
Employee Change in Control Payments [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition, Pro Forma Net Income (Loss) | 3,400,000 | ||||||||||
Post-Business Combination Compensation Obligations [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition, Pro Forma Net Income (Loss) | 3,900,000 | ||||||||||
Acquisition Closing Costs [Member] | Actuate Corporation [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Business Acquisition, Pro Forma Net Income (Loss) | $ 5,500,000 | ||||||||||
[1] | Inclusive of $8.2 million accrued for but unpaid as of June 30, 2015 | ||||||||||
[2] | Net loss includes one-time fees of approximately $6.2 million on account of special charges, and $12.7 million of amortization charges relating to intangible assets. These losses were offset by a tax recovery of $6.0 million | ||||||||||
[3] | (1) Included in pro forma net income for the year ended June 30, 2015 are approximately $12.8 million of one-time expenses incurred by Actuate on account of the acquisition. These one-time expenses include i) approximately $3.4 million in employee change in control payments, ii) approximately $3.9 million of post-business combination compensation obligations associated with the acquisition, and iii) approximately $5.5 million of transaction fees triggered by the closing of the acquisition. | ||||||||||
[4] | (2) Included in pro forma net income are estimated amortization charges relating to the allocated values of intangible assets. |
Acquisitions (Consideration Pai
Acquisitions (Consideration Paid) (Details) - USD ($) $ in Thousands | Jan. 16, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Business Acquisition [Line Items] | ||||
Acquisition-related costs | $ 4,462 | $ 10,074 | $ 4,925 | |
GXS Group, Inc. [Member] | ||||
Business Acquisition [Line Items] | ||||
Cash Acquired from Acquisition | $ 24,382 | |||
Cash consideration paid | 1,101,874 | |||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 116,777 | |||
Purchase consideration | $ 1,218,651 |
Acquisitions (Identifiable Asse
Acquisitions (Identifiable Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Business Acquisition [Line Items] | |||
Goodwill | $ 2,161,592 | $ 1,940,082 | $ 1,246,872 |
Segment Information (Revenue Fr
Segment Information (Revenue From External Customers Attributed To Foreign Countries By Geographic Area) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Total revenues | $ 1,851,917 | $ 1,624,699 | $ 1,363,336 |
Canada [Member] | |||
Total revenues | 113,780 | 117,225 | 103,076 |
United States [Member] | |||
Total revenues | 887,895 | 725,852 | 611,902 |
United Kingdom [Member] | |||
Total revenues | 194,131 | 169,511 | 131,745 |
Germany [Member] | |||
Total revenues | 167,427 | 162,966 | 138,073 |
Rest of Europe [Member] | |||
Total revenues | 276,742 | 255,419 | 223,444 |
All Other Countries [Member] | |||
Total revenues | $ 211,942 | $ 193,726 | $ 155,096 |
Segment Information (Entity-Wid
Segment Information (Entity-Wide Disclosure On Geographic Areas, Long-Lived Assets In Individual Foreign Countries By Country) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Jun. 30, 2014 |
Long-lived assets | $ 839,898 | $ 867,579 |
Canada [Member] | ||
Long-lived assets | 64,622 | 68,189 |
United States [Member] | ||
Long-lived assets | 653,576 | 644,051 |
United Kingdom [Member] | ||
Long-lived assets | 10,988 | 14,132 |
Germany [Member] | ||
Long-lived assets | 5,320 | 5,534 |
Rest of Europe [Member] | ||
Long-lived assets | 73,905 | 119,686 |
All Other Countries [Member] | ||
Long-lived assets | $ 31,487 | $ 15,987 |
Supplemental Cash Flow Disclo99
Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |||
Cash paid during the period for interest | $ 34,658 | [1] | $ 26,697 | $ 16,299 | |
Cash received during the period for interest | 3,905 | 2,463 | 1,439 | ||
Cash paid during the period for income taxes | 25,870 | 39,834 | 52,827 | [2] | |
Term Loan B [Member] | |||||
Interest Expense, Debt | $ 26,100 | $ 11,900 | |||
International Subsidiaries [Member] | |||||
Cash paid during the period for income taxes | $ 24,200 | ||||
[1] | *We entered into Term Loan B on January 16, 2014 (see note 10). For the year ended June 30, 2015, this amount includes $26.1 million, of interest related to this new credit facility. | ||||
[2] | Cash paid for taxes for the year ended June 30, 2013 include payments of $24.2 million related to taxes exigible on internal reorganizations of our international subsidiaries. |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |||
Earnings Per Share [Abstract] | |||||
Net income attributable to OpenText | $ 234,327 | $ 218,125 | $ 148,520 | ||
Basic earnings per share attributable to OpenText | $ 1.92 | $ 1.82 | $ 1.27 | ||
Diluted earnings per share attributable to OpenText | $ 1.91 | $ 1.81 | $ 1.26 | ||
Weighted-average number of shares outstanding - Basic (in shares) | 122,092 | 119,674 | 117,208 | ||
Effect of dilutive securities (in shares) | 865 | 902 | 916 | ||
Weighted-average number of shares outstanding - Diluted (in shares) | 122,957 | 120,576 | 118,124 | ||
Excluded as anti-dilutive (in shares) | 1,859 | [1] | 880 | [1] | 2,262 |
[1] | Represents options to purchase Common Shares excluded from the calculation of diluted earnings per share because the exercise price of the stock options was greater than or equal to the average price of the Common Shares during the period. |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | |
Stephen Sadler [Member] | |||
Related Party Transaction [Line Items] | |||
Consultancy fees earned by director for business acquisition-related activities | $ 0.5 | $ 0.7 | $ 0.6 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions | Jul. 28, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 |
Subsequent Event [Line Items] | ||||
Stock Repurchased During Period, Value | $ 10.6 | $ 1.3 | ||
Dividends declared per common share (in dollars per share) | $ 0.7175 | $ 0.6225 | $ 0.15 | |
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock Repurchased During Period, Value | $ 200 | |||
Dividends declared per common share (in dollars per share) | $ 0.20 |