Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Jun. 30, 2016 | Jul. 25, 2016 | Dec. 31, 2015 | |
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, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | otex | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 121,443,442 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 5.7 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
ASSETS | ||
Cash and cash equivalents | $ 1,283,757 | $ 699,999 |
Short-term investments | 11,839 | 11,166 |
Accounts receivable trade, net of allowance for doubtful accounts of $6,740 as of June 30, 2016 and $5,987 as of June 30, 2015 | 285,904 | 284,131 |
Income taxes recoverable | 31,752 | 21,151 |
Prepaid expenses and other current assets | 59,021 | 53,191 |
Total current assets | 1,672,273 | 1,069,638 |
Property and equipment | 183,660 | 160,419 |
Goodwill | 2,325,586 | 2,161,592 |
Acquired intangible assets | 646,240 | 679,479 |
Deferred tax assets | 241,161 | 181,587 |
Other assets | 53,697 | 54,946 |
Deferred charges | 22,776 | 37,265 |
Long-term income taxes recoverable | 8,751 | 8,404 |
Total assets | 5,154,144 | 4,353,330 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 257,450 | 241,370 |
Current portion of long-term debt | 8,000 | 8,000 |
Deferred revenues | 373,549 | 358,066 |
Income taxes payable | 32,030 | 17,001 |
Total current liabilities | 671,029 | 624,437 |
Long-term liabilities: | ||
Accrued liabilities | 29,848 | 34,682 |
Deferred credits | 8,357 | 12,943 |
Pension liability | 61,993 | 56,737 |
Long-term debt | 2,137,987 | 1,549,370 |
Deferred revenues | 37,461 | 28,223 |
Long-term income taxes payable | 149,041 | 151,484 |
Deferred tax liabilities | 79,231 | 65,647 |
Total long-term liabilities | 2,503,918 | 1,899,086 |
Shareholders’ equity: | ||
121,404,677 and 122,293,986 Common Shares issued and outstanding at June 30, 2016 and June 30, 2015, respectively; Authorized Common Shares: unlimited | 817,788 | 808,010 |
Additional paid-in capital | 147,280 | 126,417 |
Accumulated other comprehensive income | 46,310 | 51,828 |
Retained earnings | 992,546 | 863,015 |
Treasury stock, at cost (633,647 shares at June 30, 2016 and 625,725 at June 30, 2015, respectively) | (25,268) | (19,986) |
Total OpenText shareholders' equity | 1,978,656 | 1,829,284 |
Non-controlling interests | 541 | 523 |
Total shareholders’ equity | 1,979,197 | 1,829,807 |
Total liabilities and shareholders’ equity | $ 5,154,144 | $ 4,353,330 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts receivable trade, allowance for doubtful accounts | $ 6,740 | $ 5,987 |
Common stock, shares outstanding (in shares) | 121,404,677 | 122,293,986 |
Common stock, shares issued (in shares) | 121,404,677 | 122,293,986 |
Treasury stock, shares (in shares) | 633,647 | 625,725 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | |||
License | $ 283,710 | $ 294,266 | $ 305,846 |
Cloud services and subscriptions | 601,018 | 605,309 | 373,400 |
Customer support | 746,409 | 731,797 | 707,024 |
Professional service and other | 193,091 | 220,545 | 238,429 |
Total revenues | 1,824,228 | 1,851,917 | 1,624,699 |
Cost of revenues: | |||
License | 10,296 | 12,899 | 13,161 |
Cloud services and subscriptions | 244,021 | 237,310 | 142,193 |
Customer support | 89,861 | 94,456 | 96,068 |
Professional service and other | 155,584 | 172,742 | 189,403 |
Amortization of acquired technology-based intangible assets | 74,238 | 81,002 | 69,917 |
Total cost of revenues | 574,000 | 598,409 | 510,742 |
Gross profit | 1,250,228 | 1,253,508 | 1,113,957 |
Operating expenses: | |||
Research and development | 194,057 | 196,491 | 176,834 |
Sales and marketing | 344,235 | 373,610 | 346,941 |
General and administrative | 140,397 | 162,728 | 142,080 |
Depreciation | 54,929 | 50,906 | 35,237 |
Amortization of acquired customer-based intangible assets | 113,201 | 108,239 | 81,023 |
Special charges | 34,846 | 12,823 | 31,314 |
Total operating expenses | 881,665 | 904,797 | 813,429 |
Income from operations | 368,563 | 348,711 | 300,528 |
Other income (expense), net | (1,423) | (28,047) | 3,941 |
Interest and other related expense, net | (76,363) | (54,620) | (27,934) |
Income before income taxes | 290,777 | 266,044 | 276,535 |
Provision for (recovery of) income taxes | 6,282 | 31,638 | 58,461 |
Net income for the period | 284,495 | 234,406 | 218,074 |
Net (income) loss attributable to non-controlling interests | (18) | (79) | 51 |
Net income attributable to OpenText | $ 284,477 | $ 234,327 | $ 218,125 |
Earnings per share—basic attributable to OpenText (in dollars per share) | $ 2.34 | $ 1.92 | $ 1.82 |
Earnings per share—diluted attributable to OpenText (in dollars per share) | $ 2.33 | $ 1.91 | $ 1.81 |
Weighted average number of Common Shares outstanding—basic (in shares) | 121,463 | 122,092 | 119,674 |
Weighted average number of Common Shares outstanding—diluted (in shares) | 122,038 | 122,957 | 120,576 |
Dividends declared per Common Share (in dollars per share) | $ 0.83 | $ 0.7175 | $ 0.6225 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Net income for the period | $ 284,495 | $ 234,406 | $ 218,074 |
Net foreign currency translation adjustments | (3,318) | 15,690 | (2,779) |
Unrealized (loss) | (2,574) | (6,064) | (357) |
Loss reclassified into net income | 2,956 | 5,710 | 3,242 |
Actuarial loss | (3,374) | (3,302) | (841) |
Amortization of actuarial loss into net income | 347 | 357 | 294 |
Unrealized net gain (loss) on marketable securities | 445 | (12) | 0 |
Total other comprehensive income (loss), net, for the period | (5,518) | 12,379 | (441) |
Total comprehensive income | 278,977 | 246,785 | 217,633 |
Comprehensive (income) loss attributable to non-controlling interests | (18) | (79) | 51 |
Total comprehensive income attributable to OpenText | 278,959 | 246,706 | 217,684 |
Actuate Corporation | |||
Unrealized net gain (loss) on marketable securities | 0 | 1,906 | 0 |
Release of unrealized gain on marketable securities (Actuate) | $ 0 | $ (1,906) | $ 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Cash flows from operating activities: | |||
Net income for the period | $ 284,495 | $ 234,406 | $ 218,074 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization of intangible assets | 242,368 | 240,147 | 186,177 |
Share-based compensation expense | 25,978 | 22,047 | 19,906 |
Excess tax benefits on share-based compensation expense | (230) | (1,675) | (1,844) |
Pension expense | 4,577 | 4,796 | 3,232 |
Amortization of debt issuance costs | 4,678 | 4,556 | 3,191 |
Amortization of deferred charges and credits | 9,903 | 10,525 | 11,307 |
Loss on sale and write down of property and equipment | 1,108 | 1,368 | 15 |
Release of unrealized gain on marketable securities to income | 0 | (3,098) | 0 |
Write off of unamortized debt issuance costs | 0 | 2,919 | 0 |
Deferred taxes | (54,461) | (14,578) | (12,334) |
Changes in operating assets and liabilities: | |||
Accounts receivable | 8,985 | 43,189 | (17,186) |
Prepaid expenses and other current assets | 316 | (3,534) | 11,146 |
Income taxes | 6,294 | 2,933 | 11,308 |
Deferred charges and credits | 0 | 0 | 9,870 |
Accounts payable and accrued liabilities | (5,671) | (22,714) | (36,478) |
Deferred revenue | (4,781) | 6,775 | 16,601 |
Other assets | 2,163 | (5,031) | (5,858) |
Net cash provided by operating activities | 525,722 | 523,031 | 417,127 |
Cash flows from investing activities: | |||
Additions of property and equipment | (70,009) | (77,046) | (42,268) |
Proceeds from maturity of short-term investments | 11,297 | 17,017 | 0 |
Purchase of patents | 0 | 0 | (192) |
Purchase consideration for prior period acquisitions | 0 | (590) | (887) |
Other investing activities | (9,393) | (10,574) | (2,547) |
Net cash used in investing activities | (361,176) | (398,395) | (1,153,368) |
Cash flows from financing activities: | |||
Excess tax benefits on share-based compensation expense | 230 | 1,675 | 1,844 |
Proceeds from issuance of Common Shares | 20,097 | 15,240 | 24,808 |
Proceeds from long-term debt | 600,000 | 800,000 | 800,000 |
Repayment of long-term debt and revolver | (8,000) | (530,284) | (45,911) |
Debt issuance costs | (6,765) | (18,271) | (16,685) |
Equity issuance costs | 0 | 0 | (144) |
Payments of dividends to shareholders | (99,262) | (87,629) | (74,693) |
Net cash provided by financing activities | 430,164 | 170,605 | 687,944 |
Foreign exchange gain (loss) on cash held in foreign currencies | (10,952) | (23,132) | 5,742 |
Increase (decrease) in cash and cash equivalents during the period | 583,758 | 272,109 | (42,555) |
Cash and cash equivalents at beginning of the period | 699,999 | 427,890 | 470,445 |
Cash and cash equivalents at end of the period | 1,283,757 | 699,999 | 427,890 |
CEM Business | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (152,711) | 0 | 0 |
ANXeBusiness Corp. | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (104,570) | 0 | 0 |
Daegis Inc. | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (22,146) | 0 | 0 |
Actuate Corporation | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (8,153) | (291,800) | 0 |
Informative Graphics Corporation | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (3,464) | (35,180) | 0 |
GXS Group, Inc. | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | 0 | (1,076,886) |
Cordys Holding BV | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | 0 | (30,588) |
ICCM Professional Services Limited | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | (2,027) | 0 | 0 |
Spicer Corporation | |||
Cash flows from investing activities: | |||
Purchase of business, net of cash acquired | 0 | (222) | 0 |
Common Shares | |||
Cash flows from financing activities: | |||
Shares repurchased | (65,509) | 0 | 0 |
Treasury Stock | |||
Cash flows from financing activities: | |||
Shares repurchased | $ (10,627) | $ (10,126) | $ (1,275) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders Equity Statement - USD ($) | Total | Common Shares | Treasury Stock | Additional Paid in Capital | Accumulated Retained Earnings | Accumulated Other Comprehensive Income | Non-Controlling Interest |
Balance (in shares) at Jun. 30, 2013 | 118,058,000 | (1,222,000) | |||||
Balance at Jun. 30, 2013 | $ 651,642,000 | $ (29,074,000) | $ 101,865,000 | $ 572,885,000 | $ 39,890,000 | ||
Balance at Jun. 30, 2013 | $ 1,337,208,000 | $ 0 | |||||
Issuance of Common Shares | |||||||
Under employee stock option plans (in shares) | 1,043,000 | 0 | |||||
Under employee stock option plans | 22,221,000 | $ 22,221,000 | $ 0 | ||||
Under employee stock purchase plans (in shares) | 62,000 | ||||||
Under employee stock purchase plans | 2,338,000 | $ 2,338,000 | |||||
In connection with acquisitions (in shares) | 2,595,000 | ||||||
In connection with acquisitions | 116,777,000 | $ 116,777,000 | 0 | ||||
Equity issuance costs | (144,000) | (144,000) | |||||
Share-based compensation | 19,906,000 | 19,906,000 | |||||
Income tax effect related to share-based compensation | 1,844,000 | 1,844,000 | |||||
Purchase of treasury stock (in shares) | (25,000) | ||||||
Purchase of treasury stock | (1,275,000) | $ (1,275,000) | |||||
Issuance of treasury stock (in shares) | 484,000 | ||||||
Issuance of treasury stock | 0 | $ 11,217,000 | (11,217,000) | ||||
Common Shares repurchased | 0 | ||||||
Dividend | (74,693,000) | (74,693,000) | |||||
Other comprehensive income (loss) - net | (441,000) | (441,000) | |||||
Non-controlling interest | 352,000 | 352,000 | |||||
Net income for the year | 218,074,000 | 218,125,000 | (51,000) | ||||
Balance at Jun. 30, 2014 | $ 1,642,167,000 | 301,000 | |||||
Balance at Jun. 30, 2014 | $ 792,834,000 | $ (19,132,000) | 112,398,000 | 716,317,000 | 39,449,000 | ||
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 | $ 12,159,000 | $ 12,159,000 | $ 0 | ||||
Under employee stock purchase plans (in shares) | 59,000 | ||||||
Under employee stock purchase plans | 3,017,000 | $ 3,017,000 | |||||
Share-based compensation | 22,047,000 | 22,047,000 | |||||
Income tax effect related to share-based compensation | 1,675,000 | 1,675,000 | |||||
Purchase of treasury stock (in shares) | (240,000) | ||||||
Purchase of treasury stock | (10,557,000) | $ (10,557,000) | |||||
Issuance of treasury stock (in shares) | 377,000 | ||||||
Issuance of treasury stock | 0 | $ 9,703,000 | (9,703,000) | ||||
Common Shares repurchased | 0 | ||||||
Dividend | (87,629,000) | (87,629,000) | |||||
Other comprehensive income (loss) - net | 12,379,000 | 12,379,000 | |||||
Non-controlling interest | 143,000 | 143,000 | |||||
Net income for the year | 234,406,000 | 234,327,000 | 79,000 | ||||
Balance at Jun. 30, 2015 | 1,829,807,000 | 523,000 | |||||
Balance at Jun. 30, 2015 | $ 1,829,284,000 | $ 808,010,000 | $ (19,986,000) | 126,417,000 | 863,015,000 | 51,828,000 | |
Balance (in shares) at Jun. 30, 2015 | 122,293,000 | (626,000) | |||||
Issuance of Common Shares | |||||||
Under employee stock option plans (in shares) | 468,295 | 468,000 | 0 | ||||
Under employee stock option plans | $ 14,576,000 | $ 14,576,000 | $ 0 | ||||
Under employee stock purchase plans (in shares) | 120,000 | ||||||
Under employee stock purchase plans | 5,027,000 | $ 5,027,000 | |||||
Share-based compensation | 25,978,000 | 25,978,000 | |||||
Income tax effect related to share-based compensation | 230,000 | 230,000 | |||||
Purchase of treasury stock (in shares) | (225,000) | ||||||
Purchase of treasury stock | (10,627,000) | $ (10,627,000) | |||||
Issuance of treasury stock (in shares) | 217,000 | ||||||
Issuance of treasury stock | $ 0 | $ 5,345,000 | (5,345,000) | ||||
Commons Shares repurchased (in shares) | (1,476,248) | (1,476,000) | |||||
Common Shares repurchased | $ (65,509,000) | $ (9,825,000) | (55,684,000) | ||||
Dividend | (99,262,000) | (99,262,000) | |||||
Other comprehensive income (loss) - net | (5,518,000) | (5,518,000) | |||||
Non-controlling interest | 0 | 0 | |||||
Net income for the year | 284,495,000 | 284,477,000 | 18,000 | ||||
Balance at Jun. 30, 2016 | 1,979,197,000 | $ 541,000 | |||||
Balance at Jun. 30, 2016 | $ 1,978,656,000 | $ 817,788,000 | $ (25,268,000) | $ 147,280,000 | $ 992,546,000 | $ 46,310,000 | |
Balance (in shares) at Jun. 30, 2016 | 121,405,000 | (634,000) |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [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 of 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, 2016 , were 90% , 85% and 81% owned, respectively, by OpenText. All inter-company balances and transactions have been eliminated. 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 Daegis Inc. (Daegis), with effect from November 23, 2015, certain customer experience software and services assets and liabilities acquired from HP Inc. (CEM Business), with effect from April 30, 2016, and ANXe Business Corporation (ANX) with effect from May 1, 2016 (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) the realization of investment tax credits, (x) the valuation of stock options granted and obligations related to share-based payments, including the valuation of our long-term incentive plan, (xi) the valuation of pension assets and obligations, and (xii) accounting for income taxes. Reclassifications Certain prior period balances have been reclassified to conform to the current period presentation including the reclassification related to a change in the method of allocating certain operating expenses within the Company. As a result of such reclassifications, the following expenses have been reclassified for Fiscal 2015 and Fiscal 2014 as follows: Year Ended June 30, 2015 2014 Reclassifications within cost of revenue Decrease to cost of revenue - Cloud services and subscriptions $ (2,409 ) $ (473 ) Increase (decrease) to cost of revenue - Customer support $ (310 ) $ 89 Decrease to cost of revenue - Professional services and other $ (657 ) $ (544 ) Reclassifications within operating expenses Decrease to operating expense - General and administrative $ (314 ) $ (370 ) Increase to operating expense - Sales and marketing $ 3,690 $ 1,298 There was no change to income from operations, net income or net income per share in any of the periods presented as a result of these reclassifications. |
Accounting Policies and Recent
Accounting Policies and Recent Accounting Pronouncement | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Accounting Policies and Recent Accounting Pronouncement | ACCOUNTING POLICIES AND RECENT ACCOUNTING PRONOUNCEMENTS Accounting Policies Cash and cash equivalents Cash and cash equivalents include balances with banks as well as deposits 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, 2016 and 2015. 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 consolidated balance sheet when they are no longer in use. We did not recognize any significant property impairment charges in Fiscal 2016, Fiscal 2015, or Fiscal 2014. 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, 2016 and 2015 our capitalized software development costs were $53.5 million and $38.6 million , respectively. Our additions, relating to capitalized software development costs, incurred during Fiscal 2016 and Fiscal 2015 were $14.9 million and $18.6 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 2016, Fiscal 2015 and Fiscal 2014. 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, including contingent consideration where applicable, assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement, particularly since these assumptions and estimates are based in part on historical experience and information obtained from the management of the acquired companies.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 in the period identified. Furthermore, when valuing certain intangible assets that we have acquired, critical estimates may be made relating to, but not limited to: (i) future expected cash flows from software license sales, cloud SaaS and PaaS contracts, support agreements, consulting agreements and other customer contracts (ii) the acquired company's brand and competitive position, as well as assumptions about the period of time that the acquired brand will continue to be used in the combined company's product portfolio, and (iii) discount rates. 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 operations. 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. 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, 2016. 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 2016 (no impairments were recorded for Fiscal 2015 and Fiscal 2014). 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, net of tax, 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. 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 is 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 may enter 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 expense 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 since the interest rate is at market. 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 2016, Fiscal 2015 and Fiscal 2014 were $(1.9) million , $(31.0) million and $4.0 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, 2016, we do not believe tha |
Allowance For Doubtful Accounts
Allowance For Doubtful Accounts | 12 Months Ended |
Jun. 30, 2016 | |
Receivables [Abstract] | |
Allowance for Doubtful Accounts | ALLOWANCE FOR DOUBTFUL ACCOUNTS 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 Bad debt expense 5,908 Write-off /adjustments (5,155 ) Balance as of June 30, 2016 $ 6,740 Included in accounts receivable are unbilled receivables in the amount of $35.6 million as of June 30, 2016 ( June 30, 2015 — $26.7 million ). |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | PROPERTY AND EQUIPMENT As of June 30, 2016 Cost Accumulated Depreciation Net Furniture and fixtures $ 20,462 $ (12,505 ) $ 7,957 Office equipment 823 (226 ) 597 Computer hardware 134,688 (89,351 ) 45,337 Computer software 51,991 (25,134 ) 26,857 Capitalized software development costs 53,540 (16,830 ) 36,710 Leasehold improvements 57,061 (30,743 ) 26,318 Land and buildings 48,529 (8,645 ) 39,884 Total $ 367,094 $ (183,434 ) $ 183,660 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 |
Goodwill
Goodwill | 12 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [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, 2014: 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 Acquisition of Daegis Inc. (note 18) 8,045 Acquisition of CEM Business (note 18) 90,712 Acquisition of ANXe Business Corporation (note 18) 65,237 Balance as of June 30, 2016 $ 2,325,586 |
Acquired Intangible Assets
Acquired Intangible Assets | 12 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Acquired Intangible Assets | ACQUIRED INTANGIBLE ASSETS As of June 30, 2016 Cost Accumulated Amortization Net Technology Assets $ 359,573 $ (155,848 ) $ 203,725 Customer Assets 790,506 (347,991 ) 442,515 Total $ 1,150,079 $ (503,839 ) $ 646,240 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 The above balances as of June 30, 2016 have been reduced to reflect the impact of intangible assets relating to acquisitions where the gross cost has become fully amortized during the year ended June 30, 2016 . The impact of this resulted in a reduction of $129.3 million related to Technology Assets and $20.1 million related to Customer Assets. The weighted average amortization periods for acquired technology and customer intangible assets are approximately five years and seven years, respectively. The following table shows the estimated future amortization expense for the fiscal years indicated. This calculation assumes no future adjustments to acquired intangible assets: Fiscal years ending June 30, 2017 $ 191,523 2018 178,804 2019 151,405 2020 79,891 2021 11,575 2022 and beyond 33,042 Total $ 646,240 |
Other Assets
Other Assets | 12 Months Ended |
Jun. 30, 2016 | |
Other Assets, Noncurrent Disclosure [Abstract] | |
Other Assets | OTHER ASSETS As of June 30, 2016 As of June 30, 2015 Deposits and restricted cash $ 10,715 $ 12,137 Deferred implementation costs 18,116 13,736 Cost basis investments 18,062 11,386 Marketable securities — 9,108 Long-term prepaid expenses and other long-term assets 6,804 8,579 Total $ 53,697 $ 54,946 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. 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. 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. As of June 30, 2016 , all of our marketable securities are recorded as short-term investments. 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, 2016 | |
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, 2016 | |
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, 2016 As of June 30, 2015 Accounts payable—trade* $ 35,804 $ 15,558 Accrued salaries and commissions 77,813 83,888 Accrued liabilities 113,272 107,870 Accrued interest on Senior Notes 23,562 20,625 Amounts payable in respect of restructuring and other Special charges 5,109 12,065 Asset retirement obligations 1,890 1,364 Total $ 257,450 $ 241,370 *Accounts payable - trade has increased primarily as a result of an active working capital management program. Long-term accrued liabilities As of June 30, 2016 As of June 30, 2015 Amounts payable in respect of restructuring and other Special charges $ 3,986 $ 2,034 Other accrued liabilities* 19,138 24,826 Asset retirement obligations 6,724 7,822 Total $ 29,848 $ 34,682 * 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. As of June 30, 2016 , the present value of this obligation was $8.6 million ( June 30, 2015 — $9.2 million ), with an undiscounted value of $9.2 million ( June 30, 2015 — $9.8 million ). |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 As of June 30, 2015 Total debt Senior Notes 2026 $ 600,000 $ — Senior Notes 2023 800,000 800,000 Term Loan B 780,000 788,000 Total principal payments due 2,180,000 1,588,000 Less: Debt issuance costs (34,013 ) (30,630 ) Total amount outstanding 2,145,987 1,557,370 Less: Current portion of long-term debt Term Loan B 8,000 8,000 Non-current portion of long-term debt $ 2,137,987 $ 1,549,370 Senior Unsecured Fixed Rate Notes Senior Notes 2026 On May 31, 2016, we issued $600 million in aggregate principal amount of 5.875% Senior Notes due 2026 (Senior Notes 2026) in an unregistered offering 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 2026 bear interest at a rate of 5.875% per annum, payable semi-annually in arrears on June 1 and December 1, commencing on December 1, 2016. Senior Notes 2026 will mature on June 1, 2026, unless earlier redeemed, in accordance with their terms, or repurchased. For the year ended June 30, 2016 , we recorded interest expense of $2.9 million , relating to Senior Notes 2026. Senior Notes 2023 On January 15, 2015, we issued $800 million in aggregate principal amount of 5.625% Senior Notes due 2023 (Senior Notes 2023) in an unregistered offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act, and to certain persons in offshore transactions pursuant to Regulation S under the Securities Act. Senior Notes 2023 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 2023 will mature on January 15, 2023, unless earlier redeemed, in accordance with their terms, or repurchased. For the year ended June 30, 2016 , we recorded interest expense of $45.0 million , relating to Senior Notes 2023 (year ended June 30, 2015 — $20.6 million ). 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 (defined below). 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, 2016 , we recorded interest expense of $25.9 million , relating to Term Loan B ( year ended June 30, 2015 — $26.1 million ; June 30, 2014— $11.9 million ). Revolver We currently have a $300 million committed revolving credit facility (the Revolver). Borrowings under the Revolver are secured by a first charge over substantially all of our assets, and on a pari passu basis with Term Loan B. The Revolver will mature on December 22, 2019 with no fixed repayment date prior to the end of the term. As of June 30, 2016 , we have not drawn any amounts on the Revolver. |
Pension Plans and Other Post Re
Pension Plans and Other Post Retirement Benefits | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 and June 30, 2015 : As of June 30, 2016 Total benefit obligation Current portion of benefit obligation* Non-current portion of benefit obligation CDT defined benefit plan $ 29,450 $ 589 $ 28,861 GXS Germany defined benefit plan 24,729 772 23,957 GXS Philippines defined benefit plan 7,341 30 7,311 Other plans 3,330 1,466 1,864 Total $ 64,850 $ 2,857 $ 61,993 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 *The current portion of the benefit obligation has been included within "Accrued salaries and commissions", all within "Accounts payable and accrued liabilities" in the Consolidated Balance Sheets (see Note 9). 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. As of June 30, 2016 , there is approximately $0.6 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. 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. As of June 30, 2016 , there is approximately $0.2 million in accumulated other comprehensive income related to the GXS GER plan that is expected to be recognized as a component of net periodic benefit costs over the next fiscal year. 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 has a fair value of approximately $35.2 thousand as of June 30, 2016 , 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. 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, 2016 As of June 30, 2015 CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Benefit obligation—beginning of period $ 26,091 $ 22,420 $ 7,025 $ 55,536 $ 29,344 $ 24,182 $ 5,276 $ 58,802 Service cost 422 359 1,628 2,409 452 360 1,518 2,330 Interest cost 610 543 314 1,467 735 625 289 1,649 Benefits paid (534 ) (770 ) (190 ) (1,494 ) (495 ) (793 ) (78 ) (1,366 ) Actuarial (gain) loss 3,299 2,564 (1,145 ) 4,718 1,676 2,701 201 4,578 Foreign exchange (gain) (438 ) (387 ) (291 ) (1,116 ) (5,621 ) (4,655 ) (181 ) (10,457 ) Benefit obligation—end of period 29,450 24,729 7,341 61,520 26,091 22,420 7,025 55,536 Less: Current portion (589 ) (772 ) (30 ) (1,391 ) (575 ) (774 ) (26 ) (1,375 ) Non-current portion of benefit obligation $ 28,861 $ 23,957 $ 7,311 $ 60,129 $ 25,516 $ 21,646 $ 6,999 $ 54,161 The following are details of net pension expense relating to the following pension plans: Year Ended June 30, 2016 2015 2014 Pension expense: CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Service cost $ 422 $ 359 $ 1,628 $ 2,409 $ 452 $ 360 $ 1,518 $ 2,330 $ 458 $ 173 $ 724 $ 1,355 Interest cost 610 543 314 1,467 735 625 289 1,649 877 408 125 1,410 Amortization of actuarial gains and losses 425 23 — 448 403 — — 403 278 — — 278 Net pension expense $ 1,457 $ 925 $ 1,942 $ 4,324 $ 1,590 $ 985 $ 1,807 $ 4,382 $ 1,613 $ 581 $ 849 $ 3,043 In determining the fair value of the pension plan benefit obligations as of June 30, 2016 and June 30, 2015 , respectively, we used the following weighted-average key assumptions: As of June 30, 2016 As of June 30, 2015 CDT GXS GER GXS PHP CDT GXS GER GXS PHP Assumptions: Salary increases 2.00% 2.00% 6.20% 2.00% 2.00% 7.00% Pension increases 1.75% 2.00% 4.75% 1.75% 2.00% 3.50% Discount rate 1.56% 1.56% 4.25% 2.36% 2.54% 4.75% Normal retirement age 65 65-67 60 65 65-67 60 Employee fluctuation rate: to age 20 —% N/A 7.90% —% N/A 7.90% to age 25 —% N/A 5.70% —% N/A 5.70% to age 30 1.00% N/A 4.10% 1.00% N/A 4.10% to age 35 0.50% N/A 2.90% 0.50% N/A 2.90% to age 40 —% N/A 1.90% —% N/A 1.90% to age 45 0.50% N/A 1.40% 0.50% N/A 1.40% to age 50 0.50% N/A —% 0.50% N/A —% from age 51 1.00% N/A —% 1.00% 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 2017 $ 589 $ 772 $ 30 2018 630 863 37 2019 705 922 96 2020 771 973 59 2021 853 987 84 2022 to 2026 5,041 5,456 1,243 Total $ 8,589 $ 9,973 $ 1,549 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, 2016 | |
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, 2016 , pursuant to the Company’s dividend policy, we declared total non-cumulative dividends of $0.8300 , per Common Share, in the aggregate amount of $99.3 million , which we paid during the same period. For the year ended June 30, 2015 , pursuant to the Company’s dividend policy, we paid total non-cumulative dividends of $0.7175 , per Common Share, in the aggregate amount of $87.6 million . 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 . 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, 2016 , we repurchased 225,000 Common Shares for approximately $10.6 million , for potential reissuance under our LTIP or other plans. ( June 30, 2015 —repurchased 240,222 Common Shares for $10.6 million , June 30, 2014 —repurchased 25,760 Common Shares for $1.3 million ). See below for more details on our various plans. Reissuance During the year ended June 30, 2016 , we reissued 217,078 Common Shares, respectively, from treasury stock ( June 30, 2015 — 377,775 , June 30, 2014 — 484,238 Common Shares), in connection with the settlement of our LTIP and other awards. Share Repurchase Plan On July 28, 2015, our board of directors (the Board) authorized the repurchase of up to $200 million of Common Shares (Share Repurchase Plan). 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. During the year ended June 30, 2016 , we repurchased and cancelled 1,476,248 Common Shares for approximately $65.5 million under our Share Repurchase Plan ( June 30, 2015 — nil , June 30, 2014 — nil ). Of the $65.5 million repurchased, $55.7 million was recorded to retained earnings to reflect the difference between the market price of Common Shares repurchased and its book value. On July 26, 2016, our Board of Directors authorized a new share repurchase plan for the repurchase of up to $200 million of our Common Shares, pursuant to a normal course issuer bid. 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 13,463,382 Options exercised to date (10,718,360) (6,154,402) Options cancelled to date (5,110,220) (3,131,572) Options outstanding — 4,177,408 Termination grace periods Immediately “for cause”; Immediately “for cause”; Vesting schedule 25% per year, unless other- 25% per year, unless other- Exercise price range n/a $18.67 - $57.30 Expiration dates n/a 10/29/2016 to The following table summarizes information regarding stock options outstanding at June 30, 2016 : 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 $ 18.67 - $ 26.37 412,823 2.44 $ 24.80 383,488 $ 24.68 27.26 - 29.64 130,000 3.41 28.47 87,500 28.51 30.18 - 30.19 665,123 2.60 30.18 505,123 30.18 31.76 - 45.73 563,132 5.39 41.35 90,836 32.96 47.01 - 49.04 256,680 6.20 47.48 28,750 49.04 50.08 - 50.09 816,250 4.58 50.08 366,250 50.08 51.16 - 54.17 790,500 5.52 53.65 47,625 52.03 55.12 - 55.65 226,570 5.27 55.50 56,658 55.50 55.99 - 56.00 152,500 6.83 55.99 — — 57.29 - 57.30 163,830 5.19 57.29 40,958 57.29 $ 18.67 - $ 57.30 4,177,408 4.56 $ 43.87 1,607,188 $ 36.03 Share-Based Payments Total share-based compensation expense for the periods indicated below is detailed as follows: Year Ended June 30, 2016 2015 2014 Stock options $ 13,202 $ 12,193 7,883 Performance Share Units (issued under LTIP) 2,688 2,287 4,643 Restricted Share Units (issued under LTIP) 5,086 4,574 2,062 Restricted Share Units (fully vested) — — 3,300 Restricted Share Units (other) 1,573 955 470 Deferred Share Units (directors) 2,764 2,038 1,548 Employee Share Purchase Plan 665 — $ — Total share-based compensation expense $ 25,978 $ 22,047 $ 19,906 Summary of Outstanding Stock Options As of June 30, 2016 , an aggregate of 4,177,408 options to purchase Common Shares were outstanding and an additional 2,749,830 options to purchase 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 the year ended June 30, 2016 and 2015 is as follows: Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($’000s) Outstanding at June 30, 2015 4,375,365 $ 42.26 Granted 737,640 48.17 Exercised (468,295 ) 31.13 Forfeited or expired (467,302 ) 48.33 Outstanding at June 30, 2016 4,177,408 $ 43.87 4.56 $ 63,862 Exercisable at June 30, 2016 1,607,188 $ 36.03 3.41 $ 37,167 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 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, 2016 2015 2014 Weighted–average fair value of options granted $ 11.38 $ 13.46 $ 11.55 Weighted-average assumptions used: Expected volatility 31.76 % 31.74 % 32.00 % Risk–free interest rate 1.31 % 1.41 % 1.34 % Expected dividend yield 1.62 % 1.23 % 1.32 % Expected life (in years) 4.33 4.33 4.36 Forfeiture rate (based on historical rates) 5 % 5 % 5 % Average exercise share price $ 48.17 $ 54.33 $ 46.52 Derived service period (in years)* N/A 2.07 N/A *Options valued using Monte Carlo Valuation Method As of June 30, 2016 , the total compensation cost related to the unvested stock option awards not yet recognized was approximately $24.7 million , which will be recognized over a weighted-average period of approximately 2.3 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, 2016 , cash in the amount of $14.6 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, 2016 from the exercise of options eligible for a tax deduction was $0.8 million . 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 . 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 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. We settled the Fiscal 2015 LTIP by issuing 202,078 Common Shares from our treasury stock during the three months ended December 31, 2015, with a cost of $5.0 million . 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. Fiscal 2018 LTIP Grants made in Fiscal 2016 under the LTIP (collectively referred to as Fiscal 2018 LTIP), consisting of PSUs and RSUs, took effect in Fiscal 2016 starting on August 23, 2015. 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 2018 LTIP. We expect to settle the Fiscal 2018 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, 2016 , the total expected compensation cost related to the unvested LTIP awards not yet recognized was $12.9 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, 2016 , we granted 61,036 RSUs to employees in accordance with employment and other agreements ( June 30, 2015 — 45,000 , June 30, 2014 — nil ). The RSUs vest over a specified contract date, typically three years from the respective date of grants. We expect to settle the awards in stock. During the year ended June 30, 2016 , we issued 15,000 Common Shares from our treasury stock, with a cost of $0.3 million , in connection with the settlement of vested RSUs ( June 30, 2015 — 22,222 with a cost of $1.3 million , June 30, 2014 — 22,222 with a cost of $0.5 million ). Deferred Stock Units (DSUs) During the year ended June 30, 2016 , we granted 55,858 DSUs to certain non-employee directors ( June 30, 2015 — 38,052 , June 30, 2014 — 42,298 ). 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) We recently implemented a number of amendments to our ESPP, including increasing the purchase price discount from 5% to 15% and permitting Common Shares to be purchased on the open market by the trustee of a trust, or by an agent or broker designated by an administrator, and transferred to eligible employees under the ESPP, as an alternative to the issuance of Common Shares from treasury (the Amendments). The Amendments apply to purchase periods commencing on or after January 1, 2016 unless otherwise determined by the Board or the compensation committee of the Board. In accordance with the Amendments, during the year ended June 30, 2016 , 80,273 Common Shares were eligible for issuance to employees enrolled in the ESPP, after factoring a purchase price discount of 15% . Any Common Shares that have been issued under the ESPP prior to the purchase period commencing on January 1, 2016 were issued at a purchase price discount of 5% . During the year ended June 30, 2016 , cash in the amount of approximately $5.5 million was received from employees relating to the ESPP ( June 30, 2015 — $3.1 million , June 30, 2014 — $2.6 million ). |
Guarantees and Contingencies
Guarantees and Contingencies | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016— July 1, 2017— July 1, 2019— July 1, 2021 Long-term debt obligations $ 2,961,817 $ 113,854 $ 226,916 $ 954,797 $ 1,666,250 Operating lease obligations* 184,798 42,374 65,095 40,738 36,591 Purchase obligations 7,543 5,635 1,787 121 — $ 3,154,158 $ 161,863 $ 293,798 $ 995,656 $ 1,702,841 *Net of $6.9 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 . Occasionally, we enter into financial guarantees with third parties in the ordinary course of our business, including, among others, guarantees relating to taxes and letters of credit on behalf of parties with whom we conduct business. Such agreements have not had a material effect on our results of operations, financial position or cash flows. 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 , the aggregate of such estimated losses was 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 United States Internal Revenue Service (IRS) is examining certain of our tax returns for our fiscal year ended June 30, 2010 (Fiscal 2010) through our fiscal year ended June 30, 2012 (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, (which are ongoing), 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 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 Holding Corp. 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, including because the IRS may assign a higher value to our intellectual property). Depending upon the outcome of these matters, additional state income taxes plus penalties and interest may be due. We currently estimate that, as of June 30, 2016 , adjustments under the draft NOPA in its present form and the anticipated additional NOPA could result in an aggregate liability of approximately $550 million , inclusive of U.S. federal and state taxes, penalties and interest. 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 $2.5 million as of June 30, 2016 . We currently have in place a bank guarantee in the amount of $3.7 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 $4.9 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 $1.5 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, 2016 | |
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, 2016 2015 2014 Domestic income (loss) $ (80,066 ) $ (26,927 ) $ (11,623 ) Foreign income 370,843 292,971 288,158 Income before income taxes $ 290,777 $ 266,044 $ 276,535 The provision for income taxes consisted of the following: Year Ended June 30, 2016 2015 2014 Current income taxes (recoveries): Domestic $ (3,119 ) $ (839 ) $ 1,424 Foreign 63,862 47,055 69,371 60,743 46,216 70,795 Deferred income taxes (recoveries): Domestic (44,569 ) 3,390 5,901 Foreign (9,892 ) (17,968 ) (18,235 ) (54,461 ) (14,578 ) (12,334 ) Provision for income taxes $ 6,282 $ 31,638 $ 58,461 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, 2016 2015 2014 Expected statutory rate 26.5 % 26.5 % 26.5 % Expected provision for income taxes $ 77,056 $ 70,501 $ 73,282 Effect of foreign tax rate differences (71,478 ) (57,017 ) (52,577 ) Change in valuation allowance (34,999 ) 6,617 3,281 Amortization of deferred charges 11,316 10,525 11,307 Effect of permanent differences 10,711 1,321 7,643 Effect of changes in unrecognized tax benefits (264 ) (1,800 ) 13,214 Effect of withholding taxes 3,457 3,045 2,234 Difference in tax filings from provision 8,959 1,657 (2,581 ) Other items 1,524 (3,211 ) 2,658 $ 6,282 $ 31,638 $ 58,461 Substantially all the tax rate differential for international jurisdictions was driven by earnings in Luxembourg. The effective tax rate decreased to 2.2% for the year ended June 30, 2016 , compared to 11.9% for the year ended June 30, 2015 . The decrease to tax expense of $25.4 million was primarily the result of a decrease in valuation allowance relating to our deferred tax assets in the amount of $41.6 million , offset by an increase in the effect of permanent differences in the amount of $9.4 million and tax filings in excess of amounts previously recorded of $8.0 million . The remainder of the differences were due to normal course movements and non-material items. The decrease in the valuation allowance of $41.6 million is primarily attributable to the Company's reorganization of intellectual property in the first quarter of Fiscal 2017, as well as the integration of recently completed acquisitions, supporting the assessment that the Company will more likely than not realize the value of certain deferred tax assets within a reasonable timeframe. For more details see note 23 “Subsequent Events". We have approximately $53.3 million of domestic non-capital loss carryforwards. In addition, we have $621.8 million of foreign non-capital loss carryforwards of which $63.2 million have no expiry date. The remainder of the domestic and foreign losses expires between 2017 and 2036. In addition, investment tax credits of $45.9 million will expire between 2027 and 2036. The primary components of the deferred tax assets and liabilities are as follows, for the periods indicated below: June 30, 2016 2015 Deferred tax assets Non-capital loss carryforwards $ 230,936 $ 223,812 Capital loss carryforwards 473 3,470 Undeducted scientific research and development expenses 92,595 80,804 Depreciation and amortization 20,977 25,974 Restructuring costs and other reserves 16,008 17,271 Deferred revenue 72,537 75,067 Other 41,985 47,581 Total deferred tax asset $ 475,511 $ 473,979 Valuation allowance $ (88,208 ) $ (133,459 ) Deferred tax liabilities Scientific research and development tax credits $ (11,478 ) $ (6,831 ) Acquired intangibles (145,891 ) (180,457 ) Other (68,004 ) (37,292 ) Deferred tax liabilities $ (225,373 ) $ (224,580 ) Net deferred tax asset $ 161,930 $ 115,940 Comprised of: Long-term assets 241,161 181,587 Long-term liabilities (79,231 ) (65,647 ) $ 161,930 $ 115,940 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, 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 July 1, 2015 $ 180,249 Increases on account of current year positions 4,669 Increases on account of prior year positions 8,366 Decreases due to settlements with tax authorities (1,147 ) Decreases due to lapses of statutes of limitations (17,652 ) Unrecognized tax benefits as of June 30, 2016 $ 174,485 Included in the above tabular reconciliation are unrecognized tax benefits of $23.5 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 $150.9 million as of June 30, 2016 ( June 30, 2015 — $155.1 million ). We recognize interest expense and penalties related to income tax matters in income tax expense. For the years ended June 30, 2016 , 2015 and 2014 , we recognized the following amounts as income tax-related interest expense and penalties: Year Ended June 30, 2016 2015 2014 Interest expense $ 6,534 $ 4,451 $ 6,969 Penalties expense (recoveries) (2,761 ) (2,032 ) 287 Total $ 3,773 $ 2,419 $ 7,256 As of June 30, 2016 and 2015 , the following amounts have been accrued on account of income tax-related interest expense and penalties: As of June 30, 2016 As of June 30, 2015 Interest expense accrued * $ 34,476 $ 28,827 Penalties accrued * $ 1,615 $ 5,040 * 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, 2016 , could decrease tax expense in the next 12 months by $3.8 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. The earliest fiscal years open for examination are 2008 for Germany, 2010 for the United States, 2011 for Luxembourg, and 2012 for Canada. 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, Germany, India, the Netherlands and Japan. 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. Statements regarding the United States audits are included in note 13. 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, 2016 , we have provided $15.9 million (June 30, 2015— $12.1 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 Measurement
Fair Value Measurement | 12 Months Ended |
Jun. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | FAIR VALUE MEASUREMENT ASC Topic 820 “Fair Value Measurement” (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, 2016 and June 30, 2015: June 30, 2016 June 30, 2015 Fair Market Measurements using: Fair Market Measurements using: June 30, 2016 Quoted prices in active markets for identical assets/ (liabilities) Significant other observable inputs Significant unobservable inputs June 30, 2015 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: Short-term investments* $ 11,839 n/a $ 11,839 n/a $ 20,274 n/a $ 20,274 n/a Derivative financial instrument asset (note 16) 792 n/a 792 n/a 273 n/a 273 n/a $ 12,631 n/a $ 12,631 n/a $ 20,547 n/a $ 20,547 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. 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, 2016 and 2015 , 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 June 30, 2016 and 2015 , we did not have any transfers between Level 1, Level 2 or Level 3. Short-term Investments Short-term investments 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. A summary of our short-term investments outstanding as of June 30, 2016 and 2015 is as follows: As of June 30, 2016 As of June 30, 2015 Cost Gross Unrealized Gains Gross Unrealized (Losses) Estimated Fair Value Cost Gross Unrealized Gains Gross Unrealized (Losses) Estimated Fair Value Short-term investments $ 11,406 $ 436 $ (3 ) $ 11,839 $ 20,286 $ 2 $ (14 ) $ 20,274 |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 , is recorded within "Prepaid expenses and other current assets”. As of June 30, 2016 , the notional amount of forward contracts we held to sell U.S. dollars in exchange for Canadian dollars was $33.2 million ( June 30, 2015 — $76.4 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, 2016 As of June 30, 2015 Derivatives Balance Sheet Location Fair Value Fair Value Foreign currency forward contracts designated as cash flow hedges Prepaid expenses and other current assets $ 792 $ 273 Effects of Derivative Instruments on Income and Other Comprehensive Income (OCI) Year Ended June 30, 2016 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 $ (3,502 ) Operating $ (4,021 ) N/A $ — Year Ended June 30, 2015 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 $ (8,252 ) Operating $ (7,769 ) N/A $ — |
Special Charges (Recoveries)
Special Charges (Recoveries) | 12 Months Ended |
Jun. 30, 2016 | |
Restructuring, Settlement and Impairment Provisions [Abstract] | |
Special Charges (Recoveries) | 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 miscellaneous charges. Year Ended June 30, 2016 2015 2014 Fiscal 2015 Restructuring Plan $ 22,179 $ 8,218 $ — OpenText/GXS Restructuring Plan (3,427 ) 8,163 19,306 Restructuring Plans prior to OpenText/GXS Restructuring Plan (108 ) (1,809 ) 7,492 Acquisition-related costs 7,710 4,462 10,074 Other charges (recoveries) 8,492 (6,211 ) (5,558 ) Total $ 34,846 $ 12,823 $ 31,314 Fiscal 2015 Restructuring Plan In the third quarter of Fiscal 2015 and in the context of the acquisition of Actuate Corporation (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, 2016 , 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 $30.4 million has already been recorded within Special charges (recoveries) to date. 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, 2016 and 2015 are shown below. Fiscal 2015 Restructuring Plan Workforce reduction Facility costs Total Balance as of June 30, 2015 $ 3,842 $ 2,126 $ 5,968 Accruals and adjustments 17,249 4,930 22,179 Cash payments (17,290 ) (2,361 ) (19,651 ) Foreign exchange (656 ) 351 (305 ) Balance as of June 30, 2016 $ 3,145 $ 5,046 $ 8,191 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 $24.1 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, 2016 and 2015 are shown below. OpenText/GXS Restructuring Plan Workforce reduction Facility costs Other Total Balance as of June 30, 2015 $ 2,846 $ 4,436 $ — $ 7,282 Accruals and adjustments (1,878 ) (1,549 ) — (3,427 ) Cash payments (648 ) (1,715 ) — (2,363 ) Foreign exchange (205 ) (566 ) — (771 ) Balance as of June 30, 2016 $ 115 $ 606 $ — $ 721 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 Acquisition-related costs Included within "Special charges (recoveries)" for the year ended June 30, 2016 are costs incurred directly in relation to acquisitions in the amount of $7.7 million ( June 30, 2015 — $4.5 million , June 30, 2014 — $10.1 million ). Other charges (recoveries) ERP Implementation Costs We are currently involved in a one-time project to implement a broad enterprise resource planning (ERP) system. The project is expected to be completed within our fiscal year ended June 30, 2017. For the year ended June 30, 2016 , we incurred costs of $ 8.5 million relating to this project ( June 30, 2015 — nil , June 30, 2014 — nil ). Other costs For the year ended June 30, 2016 , "Other costs" primarily include (i) a charge of $4.8 million relating to post-acquisition integration costs necessary to streamline an acquired company into our operations and costs incurred to reorganize certain legal entities including consolidation of intellectual property, (ii) $1.1 million relating to assets disposed in connection with a restructured facility and (iii) $0.3 million of other miscellaneous charges. These charges were offset by (i) a recovery of $5.7 million relating to certain pre-acquisition sales and use tax liabilities being released upon settlement or becoming statute barred and (ii) a recovery of $0.5 million relating to interest and pre-acquisition liabilities being released on becoming statute barred. Included within "Other charges (recoveries)" for the year ended June 30, 2015 is (i) a recovery of $11.5 million relating to certain pre-acquisition sales and use tax liabilities being released upon settlement or becoming statute barred and (ii) a recovery of $1.4 million relating to interest released on certain pre-acquisition liabilities. These recoveries were offset by (i) $2.9 million relating to the write-off of unamortized debt issuance costs associated with the repayment of a $600 million term loan facility, (ii) $2.1 million relating to post-business combination compensation obligations associated with the acquisition of Actuate Corporation and (iii) $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. |
Acquisitions
Acquisitions | 12 Months Ended |
Jun. 30, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | ACQUISITIONS Fiscal 2016 Acquisitions Acquisition of ANXe Business Corporation O n May 1, 2016, we acquired all of the equity interest in ANXe Business Corporation (ANX), a leading provider of cloud-based information exchange services to the automotive and healthcare industries, for approximately $104.6 million . In accordance with Topic 805 "Business Combinations" (Topic 805), this acquisition was accounted for as a business combination. We believe this acquisition will strengthen our industry presence and reach in the automotive and healthcare industries through strong customer relationships and targeted business partner collaboration solutions. The results of operations of ANX have been consolidated with those of OpenText beginning May 1, 2016. Preliminary Purchase Price Allocation The recognized amounts of identifiable assets acquired and liabilities assumed, based upon their preliminary fair values as of May 1, 2016, are set forth below: Current assets $ 9,712 Non-current tangible assets 511 Intangible customer assets 49,700 Intangible technology assets 5,600 Liabilities assumed (26,190 ) Total identifiable net assets 39,333 Goodwill 65,237 Net assets acquired $ 104,570 The goodwill of $65.2 million is primarily attributable to the synergies expected to arise after the acquisition. Of this goodwill, approximately $7.0 million is expected to be deductible for tax purposes. The fair value of current assets acquired includes accounts receivable with a fair value of $5.7 million . The gross amount receivable was $5.8 million of which $0.1 million of this receivable was expected to be uncollectible. The finalization of the purchase price allocation is pending the finalization of the fair value for taxation-related balances and for potential adjustments to assets and liabilities. We expect to finalize this determination on or before March 31, 2017. Acquisition-related costs for ANX included in Special charges (recoveries) in the Consolidated Statements of Income for the year ended June 30, 2016 were $0.9 million . The acquisition had no significant impact on revenues and net earnings for the year ended June 30, 2016 , since the date of acquisition. Purchase of an Asset Group Constituting a Business On April 30, 2016 , we acquired certain customer experience software and services assets and liabilities from HP Inc. (CEM Business) for approximately $160.0 million , of which $7.3 million is currently held back and unpaid in accordance with the terms of the purchase agreement. In accordance with Topic 805, this acquisition was accounted for as a business combination. We believe this acquisition will complement our current software portfolio, particularly our Customer Experience Management and Cloud offerings. The results of operations of this acquisition have been consolidated with those of OpenText beginning April 30, 2016 . Preliminary Purchase Price Allocation The recognized amounts of identifiable assets acquired and liabilities assumed, based upon their preliminary fair values as of April 30, 2016 , are set forth below: Current assets $ 2,333 Non-current tangible assets 12,041 Intangible customer assets 33,000 Intangible technology assets 47,000 Liabilities assumed (25,086 ) Total identifiable net assets 69,288 Goodwill 90,712 Net assets acquired $ 160,000 The goodwill of $90.7 million is primarily attributable to the synergies expected to arise after the acquisition. Of this goodwill, approximately $ 77.0 million is expected to be deductible for tax purposes. The finalization of the purchase price allocation is pending the finalization of the fair value for assets acquired, including intangible assets and liabilities assumed. Acquisition-related costs for CEM Business included in Special charges (recoveries) in the Consolidated Statements of Income for the year ended June 30, 2016 were $2.8 million . The acquisition had no significant impact on revenues and net earnings for the year ended June 30, 2016 since the date of acquisition. Acquisition of Daegis Inc. On November 23, 2015, we acquired all of the equity interest in Daegis Inc. (Daegis), a global information governance, data migration solutions and development company, based in Texas, United States. Total consideration for Daegis was $23.3 million ( $22.1 million - net of cash acquired). In accordance with Topic 805, this acquisition was accounted for as a business combination. We believe this acquisition enables OpenText to strengthen our current information governance capabilities. We recognized $8.0 million of goodwill associated with this acquisition, which is primarily attributable to the synergies that are expected to arise after the acquisition. This goodwill is expected to be deductible for tax purposes. Acquisition-related costs for Daegis included in Special charges (recoveries) in the Consolidated Statements of Income for the year ended June 30, 2016 was $1.1 million . The results of operations of Daegis have been consolidated with those of OpenText beginning November 23, 2015. The acquisition had no significant impact on revenues and net earnings for the year ended June 30, 2016 since the date of acquisition. Pro forma results of operations for these acquisitions have not been presented because they are not material to the consolidated results of operations either individually or in aggregate. Fiscal 2015 Acquisitions Acquisition of Actuate Corporation On January 16, 2015, we acquired all of the outstanding common stock of 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, this acquisition was accounted for as a business combination. The results of operations of Actuate were consolidated with those of OpenText beginning January 16, 2015. The following tables summarize the 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 Purchase consideration $ 331,956 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 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 was included in "Other income" in our Consolidated Financial Statements during the year ended June 30, 2015. Acquisition of Informative Graphics Corporation On January 2, 2015, we acquired all of the equity interest in 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). In accordance with Topic 805, this acquisition was accounted for as a business combination. We believe this acquisition enables OpenText to engineer solutions that further increase a user's experience within our OpenText EIM Suite. The results of operations of IGC were consolidated with those of OpenText beginning January 2, 2015. No portion of the goodwill recorded upon the acquisition of IGC is expected to be deductible for tax purposes. Fiscal 2014 Acquisitions GXS Group, Inc. On January 16, 2014, we acquired all of the equity interest in 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 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 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 all of the equity interest in 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. |
Segment Information (Notes)
Segment Information (Notes) | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 2015 2014 Revenues: Canada $ 107,217 $ 113,780 $ 117,225 United States 915,615 887,895 725,852 United Kingdom 185,631 201,059 169,511 Germany 155,201 169,538 162,966 Rest of Europe 270,114 267,702 255,419 All other countries 190,450 211,943 193,726 Total revenues $ 1,824,228 $ 1,851,917 $ 1,624,699 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 $ 145,927 $ 64,622 United States 546,788 653,576 United Kingdom 20,042 10,988 Germany 4,878 5,320 Rest of Europe 76,560 73,905 All other countries 35,705 31,487 Total $ 829,900 $ 839,898 |
Supplemental Cash Flow Disclosu
Supplemental Cash Flow Disclosures | 12 Months Ended |
Jun. 30, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Cash Flow Disclosures | SUPPLEMENTAL CASH FLOW DISCLOSURES Year Ended June 30, 2016 2015 2014 Cash paid during the period for interest $ 72,058 (1) $ 34,658 $ 26,697 Cash received during the period for interest $ 3,659 $ 3,905 $ 2,463 Cash paid during the period for income taxes $ 40,431 $ 25,870 $ 39,834 (1) We issued Senior Notes 2023 on January 15, 2015. Interest owing on Senior Notes 2023 is payable semi-annually, with the first payment of $22.5 million made on July 15, 2015 (see note 10). |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 2015 2014 Basic earnings per share Net income attributable to OpenText $ 284,477 $ 234,327 $ 218,125 Basic earnings per share attributable to OpenText $ 2.34 $ 1.92 $ 1.82 Diluted earnings per share Net income attributable to OpenText $ 284,477 $ 234,327 $ 218,125 Diluted earnings per share attributable to OpenText $ 2.33 $ 1.91 $ 1.81 Weighted-average number of shares outstanding Basic 121,463 122,092 119,674 Effect of dilutive securities 575 865 902 Diluted 122,038 122,957 120,576 Excluded as anti-dilutive* 2,729 1,859 880 * 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, 2016 | |
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 the Audit Committee and the transaction be approved by a majority of the independent members of the Audit Committee. The Audit Committee 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 Audit Committee 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, 2016 , Mr. Stephen Sadler, a director, earned $0.8 million ( June 30, 2015 — $0.5 million , June 30, 2014 — $0.7 million ) in consulting fees from OpenText for assistance with acquisition-related business activities. Mr. Sadler abstained from voting on all transactions from which he would potentially derive consulting fees. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Jun. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Internal Reorganization In July 2016, we implemented a reorganization of our subsidiaries worldwide with the view to continuing to enhance operational and administrative efficiencies through further consolidated ownership, management, and development of our intellectual property (IP) in Canada, continuing to reduce the number of entities in our group and working towards our objective of having a single operating legal entity in each jurisdiction. We believe our reorganization also reduces our exposure to global political and tax uncertainties, particularly in Europe. We believe that further consolidating our IP in Canada will continue to ensure appropriate legal protections for our consolidated IP, simplify legal, accounting and tax compliance, and improve our global cash management. A material tax benefit, currently expected to be several hundred million dollars, associated with the recognition of a net deferred tax asset is expected to be realized upon the completion of the IP reorganization in the first quarter of Fiscal 2017. This is anticipated to have a material impact of reducing our tax provision in Fiscal 2017 as well as our consolidated income tax rate in Fiscal 2017. Cash Dividends As part of our quarterly, non-cumulative cash dividend program, we declared, on July 26, 2016 , a dividend of $0.23 per Common Share. The record date for this dividend is August 26, 2016 and the payment date is September 16, 2016 . 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. Acquisition of Recommind Inc. On July 20, 2016, we closed our previously announced acquisition of Recommind Inc. (Recommind), a leading provider of eDiscovery and information analytics, by acquiring all of its equity interests for approximately $170 million . Recommind's SaaS and managed services solutions deliver insight from unstructured data to help people make better, faster business decisions. The financial results of Recommind will be consolidated from the closing date in our financial statements for the first quarter of Fiscal 2017. Share Repurchase Plan On July 26, 2016, our Board of Directors authorized a new share repurchase plan for the repurchase of up to $200 million of our Common Shares, pursuant to a normal course issuer bid. |
Accounting Policies and Recen31
Accounting Policies and Recent Accounting Pronouncement (Policies) | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Use of Estimates | 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) the realization of investment tax credits, (x) the valuation of stock options granted and obligations related to share-based payments, including the valuation of our long-term incentive plan, (xi) the valuation of pension assets and obligations, and (xii) accounting for income taxes. |
Reclassifications | Reclassifications Certain prior period balances have been reclassified to conform to the current period presentation including the reclassification related to a change in the method of allocating certain operating expenses within the Company. |
Cash and Cash Equivalents | Cash and cash equivalents Cash and cash equivalents include balances with banks as well as deposits 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 | 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 | 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, 2016 and 2015. |
Property and Equipment | 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 consolidated balance sheet when they are no longer in use. |
Capitalized Software | 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, 2016 and 2015 our capitalized software development costs were $53.5 million and $38.6 million , respectively. Our additions, relating to capitalized software development costs, incurred during Fiscal 2016 and Fiscal 2015 were $14.9 million and $18.6 million , respectively. |
Acquired Intangibles | 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 | 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 2016, Fiscal 2015 and Fiscal 2014. |
Business Combinations | 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, including contingent consideration where applicable, assumed at the acquisition date, our estimates are inherently uncertain and subject to refinement, particularly since these assumptions and estimates are based in part on historical experience and information obtained from the management of the acquired companies.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 in the period identified. Furthermore, when valuing certain intangible assets that we have acquired, critical estimates may be made relating to, but not limited to: (i) future expected cash flows from software license sales, cloud SaaS and PaaS contracts, support agreements, consulting agreements and other customer contracts (ii) the acquired company's brand and competitive position, as well as assumptions about the period of time that the acquired brand will continue to be used in the combined company's product portfolio, and (iii) discount rates. 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 operations. 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. |
Goodwill | 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, 2016. 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 2016 (no impairments were recorded for Fiscal 2015 and Fiscal 2014). |
Derivative Financial Instruments | 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, net of tax, 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 | 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. |
Revenue Recognition | 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 is 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 | 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 Sales Contracts | Long-term sales contracts We may enter 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 | 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, Rights of Return and Other Incentives | 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 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 expense 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 | 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 | 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 since the interest rate is at market. 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 | 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 2016, Fiscal 2015 and Fiscal 2014 were $(1.9) million , $(31.0) million and $4.0 million , respectively. |
Restructuring Charges | 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 | 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, 2016, 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 | 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 Payment | 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). |
Accounting for Pensions, Post-Retirement and Post-Employment Benefits | 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”, net of tax, within “Shareholders' equity”), respectively, on the Consolidated Balance Sheets (see note 11 for more details). |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Financial Instruments In June 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2016-13 “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (ASU 2016-13), which requires measurement and recognition of expected credit losses for financial assets held. ASU 2016-13 is effective for us in our first quarter for our fiscal year ending June 30, 2021, with earlier adoption permitted beginning in the first quarter of our fiscal year ending June 30, 2020. We are currently evaluating the impact of our pending adoption of ASU 2016-13 on our Consolidated Financial Statements . In January 2016, the FASB issued ASU 2016-01 “Financial Instruments - Overall (Topic 825): Recognition and Measurement of Financial Assets and Financial Liabilities” (ASU 2016-01). This update requires that all equity investments be measured at fair value with changes in the fair value recognized through net income (other than those accounted for under the equity method of accounting or those that result in consolidation of the investee). This update also requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments. Additionally, this update eliminates the requirement to disclose the fair value of financial instruments measured at amortized cost for entities that are not public business entities and eliminates the requirement to disclose the method(s) and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet for public entities. ASU 2016-01 is effective for our fiscal year ending June 30, 2019. We are currently evaluating the impact of the pending adoption of ASU 2016-01 on our Consolidated Financial Statements . Share-based Compensation In March 2016, the FASB issued ASU No. 2016-09, "Compensation-Stock Compensation (Topic 718)." This standard makes several modifications to Topic 718 related to the accounting for forfeitures, employer tax withholding on share-based compensation and the financial statement presentation of excess tax benefits or deficiencies. ASU 2016-09 also clarifies the statement of cash flows presentation for certain components of share-based awards. The standard is effective for us during the first quarter of our fiscal year ending June 30, 2018, with early adoption permitted. We are currently assessing how the adoption of this standard will impact our Consolidated Financial Statements. Leases In February 2016, the FASB issued ASU 2016-02 “Leases (Topic 842)” (ASU 2016-02), which supersedes the guidance in former ASC Topic 840 “Leases”. The most significant change will result in the recognition of lease assets for the right to use the underlying asset and lease liabilities for the obligation to make lease payments by lessees, for those leases classified as operating leases under current guidance. The new guidance will also require significant additional disclosures about the amount, timing and uncertainty of cash flows from leases. This standard is effective for us for our fiscal year ending June 30, 2020, with early adoption permitted. Upon adoption of ASU 2016-02, entities are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach. We believe adoption of this standard will have a significant impact on our Consolidated Balance Sheets. Although we have not completed our assessment, we do not expect the adoption to change the recognition, measurement or presentation of lease expenses within the Consolidated Statements of Operations and Cash Flows. Income Taxes - Balance Sheet Classification of Deferred Taxes In November 2015, the FASB issued ASU 2015-17 “Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes” (ASU 2015-17). This update eliminates the current requirement to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, under ASU 2015-17, entities will be required to classify all deferred tax assets and liabilities as noncurrent. We have early adopted this standard in the fourth quarter of Fiscal 2016 on a retrospective basis. Prior periods have been retrospectively adjusted. As a result of the adoption of ASU 2015-17, the following adjustments were made: Year Ended June 30, 2015 Reclassifications within Total Assets Decrease to current deferred tax assets $ (30,711 ) Increase to long-term deferred tax assets $ 26,176 Reclassifications within Total Liabilities Decrease to current deferred tax liabilities $ 997 Decrease to long-term deferred tax liabilities $ 3,538 Business Combinations - Simplifying the Accounting for Measurement-Period Adjustments In September 2015, the FASB issued ASU 2015-16 “Simplifying the Accounting for Measurement-Period Adjustments” (ASU 2015-16). This update amended Accounting Standards Codification (ASC) Topic 805 “Business Combinations” to simplify the presentation of adjustments to the initial purchase price allocation identified during the measurement period of a business combination. ASU 2015-16 requires that the acquirer record, in the reporting period in which the adjustment amounts are determined, the effect on earnings of changes in depreciation, amortization or their income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. An entity must present separately on the face of the income statement, or disclose in the notes, the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. ASU 2015-16 eliminates the requirement to retrospectively account for adjustments made to provisional amounts recognized in a business combination. During the third quarter of Fiscal 2016 we early adopted ASU 2015-16. The early adoption of ASU 2015-16 did not have an impact on our Consolidated Financial Statements for this period. Presentation of Debt Issuance Costs In April 2015, the FASB issued ASU No. 2015-03 "Simplifying the Presentation of Debt Issuance Costs" (ASU 2015-03). This update amended the ASC Subtopic 835-30, "Interest - Imputation of Interest" to simplify the presentation of debt issuance costs by requiring that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. We early adopted ASU 2015-03 in the fourth quarter of Fiscal 2016 and reclassified $34.0 million and $30.6 million of debt issuance costs from Other assets to Long-term debt in our Consolidated Balance Sheet as of June 30, 2016 and June 30, 2015, respectively. Revenue Recognition In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers: Topic 606” (ASU 2014-09) and issued subsequent amendments to the initial guidance in August 2015, March 2016, April 2016 and May 2016 within ASU 2015-04, ASU 2016-08, ASU 2016-10 and ASU 2016-12, respectively. These updates supersede the revenue recognition requirements in ASC Topic 605, "Revenue Recognition" and nearly all other existing revenue recognition guidance under U.S. GAAP. The core principal of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration that is expected to be received for those goods or services. ASU 2014-09 identifies five steps to be followed to achieve this core principal, which include (i) identifying contract(s) with customers, (ii) identifying performance obligations in the contract(s), (iii) determining the transaction price, (iv) allocating the transaction price to the performance obligations in the contract(s) and (v) recognizing revenue when (or as) the entity satisfies a performance obligation. In August 2015, the FASB voted to defer the effective date of ASU 2014-09 for one year. The new guidance will now be effective for us in the first quarter of our fiscal year ending June 30, 2019. Early adoption, prior to the original effective date, is not permitted. When applying ASU 2014-09 we can either apply the amendments: (i) retrospectively to each prior reporting period presented with the option to elect certain practical expedients as defined within ASU 2014-09 or (ii) retrospectively with the cumulative effect of initially applying ASU 2014-09 recognized at the date of initial application and providing certain additional disclosures as defined within ASU 2014-09. We are currently evaluating the effect that the pending adoption of the above mentioned ASUs will have on our Consolidated Financial Statements and related disclosures. Although it is expected to have a significant impact on our revenue recognition policies and disclosures, we have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. |
Basis of Presentation Reclassif
Basis of Presentation Reclassifications (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Prior Period Adjustments | As a result of such reclassifications, the following expenses have been reclassified for Fiscal 2015 and Fiscal 2014 as follows: Year Ended June 30, 2015 2014 Reclassifications within cost of revenue Decrease to cost of revenue - Cloud services and subscriptions $ (2,409 ) $ (473 ) Increase (decrease) to cost of revenue - Customer support $ (310 ) $ 89 Decrease to cost of revenue - Professional services and other $ (657 ) $ (544 ) Reclassifications within operating expenses Decrease to operating expense - General and administrative $ (314 ) $ (370 ) Increase to operating expense - Sales and marketing $ 3,690 $ 1,298 |
Accounting Policies and Recen33
Accounting Policies and Recent Accounting Pronouncement (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of The Result of the Adoption of ASU 2015-17 | As a result of the adoption of ASU 2015-17, the following adjustments were made: Year Ended June 30, 2015 Reclassifications within Total Assets Decrease to current deferred tax assets $ (30,711 ) Increase to long-term deferred tax assets $ 26,176 Reclassifications within Total Liabilities Decrease to current deferred tax liabilities $ 997 Decrease to long-term deferred tax liabilities $ 3,538 |
Allowance For Doubtful Accoun34
Allowance For Doubtful Accounts (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Receivables [Abstract] | |
Changes in Carrying Amount of Allowance For Doubtful Accounts | 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 Bad debt expense 5,908 Write-off /adjustments (5,155 ) Balance as of June 30, 2016 $ 6,740 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Property, Plant and Equipment [Abstract] | |
Components of Property and Equipment by Type | As of June 30, 2016 Cost Accumulated Depreciation Net Furniture and fixtures $ 20,462 $ (12,505 ) $ 7,957 Office equipment 823 (226 ) 597 Computer hardware 134,688 (89,351 ) 45,337 Computer software 51,991 (25,134 ) 26,857 Capitalized software development costs 53,540 (16,830 ) 36,710 Leasehold improvements 57,061 (30,743 ) 26,318 Land and buildings 48,529 (8,645 ) 39,884 Total $ 367,094 $ (183,434 ) $ 183,660 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 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Changes In Carrying Amount of Goodwill | The following table summarizes the changes in goodwill since June 30, 2014: 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 Acquisition of Daegis Inc. (note 18) 8,045 Acquisition of CEM Business (note 18) 90,712 Acquisition of ANXe Business Corporation (note 18) 65,237 Balance as of June 30, 2016 $ 2,325,586 |
Acquired Intangible Assets (Tab
Acquired Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Calculation of Acquired Intangibles by Asset Class | As of June 30, 2016 Cost Accumulated Amortization Net Technology Assets $ 359,573 $ (155,848 ) $ 203,725 Customer Assets 790,506 (347,991 ) 442,515 Total $ 1,150,079 $ (503,839 ) $ 646,240 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 |
Calculation of Estimated Future Amortization Expense | The following table shows the estimated future amortization expense for the fiscal years indicated. This calculation assumes no future adjustments to acquired intangible assets: Fiscal years ending June 30, 2017 $ 191,523 2018 178,804 2019 151,405 2020 79,891 2021 11,575 2022 and beyond 33,042 Total $ 646,240 |
Other Assets (Tables)
Other Assets (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Other Assets, Noncurrent Disclosure [Abstract] | |
Components of Other Assets | As of June 30, 2016 As of June 30, 2015 Deposits and restricted cash $ 10,715 $ 12,137 Deferred implementation costs 18,116 13,736 Cost basis investments 18,062 11,386 Marketable securities — 9,108 Long-term prepaid expenses and other long-term assets 6,804 8,579 Total $ 53,697 $ 54,946 |
Accounts Payable And Accrued 39
Accounts Payable And Accrued Liabilities (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Accounts Payable and Accrued Liabilities [Abstract] | |
Schedule of Current Liabilities | Accounts payable and accrued liabilities are comprised of the following: As of June 30, 2016 As of June 30, 2015 Accounts payable—trade* $ 35,804 $ 15,558 Accrued salaries and commissions 77,813 83,888 Accrued liabilities 113,272 107,870 Accrued interest on Senior Notes 23,562 20,625 Amounts payable in respect of restructuring and other Special charges 5,109 12,065 Asset retirement obligations 1,890 1,364 Total $ 257,450 $ 241,370 *Accounts payable - trade has increased primarily as a result of an active working capital management program. |
Schedule of Long-Term Accrued Liabilities | Long-term accrued liabilities As of June 30, 2016 As of June 30, 2015 Amounts payable in respect of restructuring and other Special charges $ 3,986 $ 2,034 Other accrued liabilities* 19,138 24,826 Asset retirement obligations 6,724 7,822 Total $ 29,848 $ 34,682 * 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, 2016 | |
Long-term Debt, Unclassified [Abstract] | |
Schedule of Long-Term Debt | Long-term debt is comprised of the following: As of June 30, 2016 As of June 30, 2015 Total debt Senior Notes 2026 $ 600,000 $ — Senior Notes 2023 800,000 800,000 Term Loan B 780,000 788,000 Total principal payments due 2,180,000 1,588,000 Less: Debt issuance costs (34,013 ) (30,630 ) Total amount outstanding 2,145,987 1,557,370 Less: Current portion of long-term debt Term Loan B 8,000 8,000 Non-current portion of long-term debt $ 2,137,987 $ 1,549,370 |
Pension Plans and Other Post 41
Pension Plans and Other Post Retirement Benefits (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 and June 30, 2015 : As of June 30, 2016 Total benefit obligation Current portion of benefit obligation* Non-current portion of benefit obligation CDT defined benefit plan $ 29,450 $ 589 $ 28,861 GXS Germany defined benefit plan 24,729 772 23,957 GXS Philippines defined benefit plan 7,341 30 7,311 Other plans 3,330 1,466 1,864 Total $ 64,850 $ 2,857 $ 61,993 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 *The current portion of the benefit obligation has been included within "Accrued salaries and commissions", all within "Accounts payable and accrued liabilities" in the Consolidated Balance Sheets (see Note 9). |
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, 2016 As of June 30, 2015 CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Benefit obligation—beginning of period $ 26,091 $ 22,420 $ 7,025 $ 55,536 $ 29,344 $ 24,182 $ 5,276 $ 58,802 Service cost 422 359 1,628 2,409 452 360 1,518 2,330 Interest cost 610 543 314 1,467 735 625 289 1,649 Benefits paid (534 ) (770 ) (190 ) (1,494 ) (495 ) (793 ) (78 ) (1,366 ) Actuarial (gain) loss 3,299 2,564 (1,145 ) 4,718 1,676 2,701 201 4,578 Foreign exchange (gain) (438 ) (387 ) (291 ) (1,116 ) (5,621 ) (4,655 ) (181 ) (10,457 ) Benefit obligation—end of period 29,450 24,729 7,341 61,520 26,091 22,420 7,025 55,536 Less: Current portion (589 ) (772 ) (30 ) (1,391 ) (575 ) (774 ) (26 ) (1,375 ) Non-current portion of benefit obligation $ 28,861 $ 23,957 $ 7,311 $ 60,129 $ 25,516 $ 21,646 $ 6,999 $ 54,161 |
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, 2016 2015 2014 Pension expense: CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total CDT GXS GER GXS PHP Total Service cost $ 422 $ 359 $ 1,628 $ 2,409 $ 452 $ 360 $ 1,518 $ 2,330 $ 458 $ 173 $ 724 $ 1,355 Interest cost 610 543 314 1,467 735 625 289 1,649 877 408 125 1,410 Amortization of actuarial gains and losses 425 23 — 448 403 — — 403 278 — — 278 Net pension expense $ 1,457 $ 925 $ 1,942 $ 4,324 $ 1,590 $ 985 $ 1,807 $ 4,382 $ 1,613 $ 581 $ 849 $ 3,043 |
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, 2016 and June 30, 2015 , respectively, we used the following weighted-average key assumptions: As of June 30, 2016 As of June 30, 2015 CDT GXS GER GXS PHP CDT GXS GER GXS PHP Assumptions: Salary increases 2.00% 2.00% 6.20% 2.00% 2.00% 7.00% Pension increases 1.75% 2.00% 4.75% 1.75% 2.00% 3.50% Discount rate 1.56% 1.56% 4.25% 2.36% 2.54% 4.75% Normal retirement age 65 65-67 60 65 65-67 60 Employee fluctuation rate: to age 20 —% N/A 7.90% —% N/A 7.90% to age 25 —% N/A 5.70% —% N/A 5.70% to age 30 1.00% N/A 4.10% 1.00% N/A 4.10% to age 35 0.50% N/A 2.90% 0.50% N/A 2.90% to age 40 —% N/A 1.90% —% N/A 1.90% to age 45 0.50% N/A 1.40% 0.50% N/A 1.40% to age 50 0.50% N/A —% 0.50% N/A —% from age 51 1.00% N/A —% 1.00% 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 2017 $ 589 $ 772 $ 30 2018 630 863 37 2019 705 922 96 2020 771 973 59 2021 853 987 84 2022 to 2026 5,041 5,456 1,243 Total $ 8,589 $ 9,973 $ 1,549 |
Share Capital, Option Plans a42
Share Capital, Option Plans and Share-Based Payments (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Options Outstanding Under Various Stock 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 13,463,382 Options exercised to date (10,718,360) (6,154,402) Options cancelled to date (5,110,220) (3,131,572) Options outstanding — 4,177,408 Termination grace periods Immediately “for cause”; Immediately “for cause”; Vesting schedule 25% per year, unless other- 25% per year, unless other- Exercise price range n/a $18.67 - $57.30 Expiration dates n/a 10/29/2016 to |
Summary of Information Regarding Stock Options Outstanding | The following table summarizes information regarding stock options outstanding at June 30, 2016 : 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 $ 18.67 - $ 26.37 412,823 2.44 $ 24.80 383,488 $ 24.68 27.26 - 29.64 130,000 3.41 28.47 87,500 28.51 30.18 - 30.19 665,123 2.60 30.18 505,123 30.18 31.76 - 45.73 563,132 5.39 41.35 90,836 32.96 47.01 - 49.04 256,680 6.20 47.48 28,750 49.04 50.08 - 50.09 816,250 4.58 50.08 366,250 50.08 51.16 - 54.17 790,500 5.52 53.65 47,625 52.03 55.12 - 55.65 226,570 5.27 55.50 56,658 55.50 55.99 - 56.00 152,500 6.83 55.99 — — 57.29 - 57.30 163,830 5.19 57.29 40,958 57.29 $ 18.67 - $ 57.30 4,177,408 4.56 $ 43.87 1,607,188 $ 36.03 |
Summary of Share-based Compensation Costs | Total share-based compensation expense for the periods indicated below is detailed as follows: Year Ended June 30, 2016 2015 2014 Stock options $ 13,202 $ 12,193 7,883 Performance Share Units (issued under LTIP) 2,688 2,287 4,643 Restricted Share Units (issued under LTIP) 5,086 4,574 2,062 Restricted Share Units (fully vested) — — 3,300 Restricted Share Units (other) 1,573 955 470 Deferred Share Units (directors) 2,764 2,038 1,548 Employee Share Purchase Plan 665 — $ — Total share-based compensation expense $ 25,978 $ 22,047 $ 19,906 |
Summary of Option Activity | A summary of activity under our stock option plans for the year ended June 30, 2016 and 2015 is as follows: Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($’000s) Outstanding at June 30, 2015 4,375,365 $ 42.26 Granted 737,640 48.17 Exercised (468,295 ) 31.13 Forfeited or expired (467,302 ) 48.33 Outstanding at June 30, 2016 4,177,408 $ 43.87 4.56 $ 63,862 Exercisable at June 30, 2016 1,607,188 $ 36.03 3.41 $ 37,167 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 |
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, 2016 2015 2014 Weighted–average fair value of options granted $ 11.38 $ 13.46 $ 11.55 Weighted-average assumptions used: Expected volatility 31.76 % 31.74 % 32.00 % Risk–free interest rate 1.31 % 1.41 % 1.34 % Expected dividend yield 1.62 % 1.23 % 1.32 % Expected life (in years) 4.33 4.33 4.36 Forfeiture rate (based on historical rates) 5 % 5 % 5 % Average exercise share price $ 48.17 $ 54.33 $ 46.52 Derived service period (in years)* N/A 2.07 N/A |
Guarantees and Contingencies (T
Guarantees and Contingencies (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016— July 1, 2017— July 1, 2019— July 1, 2021 Long-term debt obligations $ 2,961,817 $ 113,854 $ 226,916 $ 954,797 $ 1,666,250 Operating lease obligations* 184,798 42,374 65,095 40,738 36,591 Purchase obligations 7,543 5,635 1,787 121 — $ 3,154,158 $ 161,863 $ 293,798 $ 995,656 $ 1,702,841 *Net of $6.9 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, 2016 | |
Income Tax Disclosure [Abstract] | |
Summary of Geographical Income Before Provision for Income Taxes | The following is a geographical breakdown of income before the provision for income taxes: Year Ended June 30, 2016 2015 2014 Domestic income (loss) $ (80,066 ) $ (26,927 ) $ (11,623 ) Foreign income 370,843 292,971 288,158 Income before income taxes $ 290,777 $ 266,044 $ 276,535 |
Summary of Components of Income Tax Expense (Benefit) | The provision for income taxes consisted of the following: Year Ended June 30, 2016 2015 2014 Current income taxes (recoveries): Domestic $ (3,119 ) $ (839 ) $ 1,424 Foreign 63,862 47,055 69,371 60,743 46,216 70,795 Deferred income taxes (recoveries): Domestic (44,569 ) 3,390 5,901 Foreign (9,892 ) (17,968 ) (18,235 ) (54,461 ) (14,578 ) (12,334 ) Provision for income taxes $ 6,282 $ 31,638 $ 58,461 |
Schedule of Effective Income Tax Rate Reconciliation | 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, 2016 2015 2014 Expected statutory rate 26.5 % 26.5 % 26.5 % Expected provision for income taxes $ 77,056 $ 70,501 $ 73,282 Effect of foreign tax rate differences (71,478 ) (57,017 ) (52,577 ) Change in valuation allowance (34,999 ) 6,617 3,281 Amortization of deferred charges 11,316 10,525 11,307 Effect of permanent differences 10,711 1,321 7,643 Effect of changes in unrecognized tax benefits (264 ) (1,800 ) 13,214 Effect of withholding taxes 3,457 3,045 2,234 Difference in tax filings from provision 8,959 1,657 (2,581 ) Other items 1,524 (3,211 ) 2,658 $ 6,282 $ 31,638 $ 58,461 |
Components of Deferred Tax Assets and Liabilities | The primary components of the deferred tax assets and liabilities are as follows, for the periods indicated below: June 30, 2016 2015 Deferred tax assets Non-capital loss carryforwards $ 230,936 $ 223,812 Capital loss carryforwards 473 3,470 Undeducted scientific research and development expenses 92,595 80,804 Depreciation and amortization 20,977 25,974 Restructuring costs and other reserves 16,008 17,271 Deferred revenue 72,537 75,067 Other 41,985 47,581 Total deferred tax asset $ 475,511 $ 473,979 Valuation allowance $ (88,208 ) $ (133,459 ) Deferred tax liabilities Scientific research and development tax credits $ (11,478 ) $ (6,831 ) Acquired intangibles (145,891 ) (180,457 ) Other (68,004 ) (37,292 ) Deferred tax liabilities $ (225,373 ) $ (224,580 ) Net deferred tax asset $ 161,930 $ 115,940 Comprised of: Long-term assets 241,161 181,587 Long-term liabilities (79,231 ) (65,647 ) $ 161,930 $ 115,940 |
Summary of Income Tax Contingencies | 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, 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 July 1, 2015 $ 180,249 Increases on account of current year positions 4,669 Increases on account of prior year positions 8,366 Decreases due to settlements with tax authorities (1,147 ) Decreases due to lapses of statutes of limitations (17,652 ) Unrecognized tax benefits as of June 30, 2016 $ 174,485 |
Interest and Penalties Related to Liabilities for Income Tax Expense | For the years ended June 30, 2016 , 2015 and 2014 , we recognized the following amounts as income tax-related interest expense and penalties: Year Ended June 30, 2016 2015 2014 Interest expense $ 6,534 $ 4,451 $ 6,969 Penalties expense (recoveries) (2,761 ) (2,032 ) 287 Total $ 3,773 $ 2,419 $ 7,256 |
Interest Accrued and Penalties Accrued Related to Income Tax Expense | As of June 30, 2016 and 2015 , the following amounts have been accrued on account of income tax-related interest expense and penalties: As of June 30, 2016 As of June 30, 2015 Interest expense accrued * $ 34,476 $ 28,827 Penalties accrued * $ 1,615 $ 5,040 * These balances have been included within "Long-term income taxes payable" within the Consolidated Balance Sheets . |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 and June 30, 2015: June 30, 2016 June 30, 2015 Fair Market Measurements using: Fair Market Measurements using: June 30, 2016 Quoted prices in active markets for identical assets/ (liabilities) Significant other observable inputs Significant unobservable inputs June 30, 2015 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: Short-term investments* $ 11,839 n/a $ 11,839 n/a $ 20,274 n/a $ 20,274 n/a Derivative financial instrument asset (note 16) 792 n/a 792 n/a 273 n/a 273 n/a $ 12,631 n/a $ 12,631 n/a $ 20,547 n/a $ 20,547 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 short-term investments outstanding as of June 30, 2016 and 2015 is as follows: As of June 30, 2016 As of June 30, 2015 Cost Gross Unrealized Gains Gross Unrealized (Losses) Estimated Fair Value Cost Gross Unrealized Gains Gross Unrealized (Losses) Estimated Fair Value Short-term investments $ 11,406 $ 436 $ (3 ) $ 11,839 $ 20,286 $ 2 $ (14 ) $ 20,274 |
Derivative Instruments and He46
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
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, 2016 As of June 30, 2015 Derivatives Balance Sheet Location Fair Value Fair Value Foreign currency forward contracts designated as cash flow hedges Prepaid expenses and other current assets $ 792 $ 273 |
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, 2016 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 $ (3,502 ) Operating $ (4,021 ) N/A $ — Year Ended June 30, 2015 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 $ (8,252 ) Operating $ (7,769 ) N/A $ — |
Special Charges (Recoveries) (T
Special Charges (Recoveries) (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
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 miscellaneous charges. Year Ended June 30, 2016 2015 2014 Fiscal 2015 Restructuring Plan $ 22,179 $ 8,218 $ — OpenText/GXS Restructuring Plan (3,427 ) 8,163 19,306 Restructuring Plans prior to OpenText/GXS Restructuring Plan (108 ) (1,809 ) 7,492 Acquisition-related costs 7,710 4,462 10,074 Other charges (recoveries) 8,492 (6,211 ) (5,558 ) Total $ 34,846 $ 12,823 $ 31,314 |
Fiscal 2015 Restructuring Plan | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Restructuring Reserve | A reconciliation of the beginning and ending liability for the years ended June 30, 2016 and 2015 are shown below. Fiscal 2015 Restructuring Plan Workforce reduction Facility costs Total Balance as of June 30, 2015 $ 3,842 $ 2,126 $ 5,968 Accruals and adjustments 17,249 4,930 22,179 Cash payments (17,290 ) (2,361 ) (19,651 ) Foreign exchange (656 ) 351 (305 ) Balance as of June 30, 2016 $ 3,145 $ 5,046 $ 8,191 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 | |
Restructuring Cost and Reserve [Line Items] | |
Schedule of Restructuring Reserve | A reconciliation of the beginning and ending liability for the years ended June 30, 2016 and 2015 are shown below. OpenText/GXS Restructuring Plan Workforce reduction Facility costs Other Total Balance as of June 30, 2015 $ 2,846 $ 4,436 $ — $ 7,282 Accruals and adjustments (1,878 ) (1,549 ) — (3,427 ) Cash payments (648 ) (1,715 ) — (2,363 ) Foreign exchange (205 ) (566 ) — (771 ) Balance as of June 30, 2016 $ 115 $ 606 $ — $ 721 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 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
ANXeBusiness Corp. | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The recognized amounts of identifiable assets acquired and liabilities assumed, based upon their preliminary fair values as of May 1, 2016, are set forth below: Current assets $ 9,712 Non-current tangible assets 511 Intangible customer assets 49,700 Intangible technology assets 5,600 Liabilities assumed (26,190 ) Total identifiable net assets 39,333 Goodwill 65,237 Net assets acquired $ 104,570 |
Actuate Corporation | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The following tables summarize the 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 Purchase consideration $ 331,956 |
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 |
CEM Business | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | Current assets $ 2,333 Non-current tangible assets 12,041 Intangible customer assets 33,000 Intangible technology assets 47,000 Liabilities assumed (25,086 ) Total identifiable net assets 69,288 Goodwill 90,712 Net assets acquired $ 160,000 |
GXS Group, Inc. | |
Business Acquisition [Line Items] | |
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 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Segment Reporting [Abstract] | |
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, 2016 2015 2014 Revenues: Canada $ 107,217 $ 113,780 $ 117,225 United States 915,615 887,895 725,852 United Kingdom 185,631 201,059 169,511 Germany 155,201 169,538 162,966 Rest of Europe 270,114 267,702 255,419 All other countries 190,450 211,943 193,726 Total revenues $ 1,824,228 $ 1,851,917 $ 1,624,699 |
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 $ 145,927 $ 64,622 United States 546,788 653,576 United Kingdom 20,042 10,988 Germany 4,878 5,320 Rest of Europe 76,560 73,905 All other countries 35,705 31,487 Total $ 829,900 $ 839,898 |
Supplemental Cash Flow Disclo50
Supplemental Cash Flow Disclosures (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Supplemental Cash Flow Information [Abstract] | |
Supplemental Disclosure of Cash Flow Information | Year Ended June 30, 2016 2015 2014 Cash paid during the period for interest $ 72,058 (1) $ 34,658 $ 26,697 Cash received during the period for interest $ 3,659 $ 3,905 $ 2,463 Cash paid during the period for income taxes $ 40,431 $ 25,870 $ 39,834 (1) We issued Senior Notes 2023 on January 15, 2015. Interest owing on Senior Notes 2023 is payable semi-annually, with the first payment of $22.5 million made on July 15, 2015 (see note 10). |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Jun. 30, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share | Year Ended June 30, 2016 2015 2014 Basic earnings per share Net income attributable to OpenText $ 284,477 $ 234,327 $ 218,125 Basic earnings per share attributable to OpenText $ 2.34 $ 1.92 $ 1.82 Diluted earnings per share Net income attributable to OpenText $ 284,477 $ 234,327 $ 218,125 Diluted earnings per share attributable to OpenText $ 2.33 $ 1.91 $ 1.81 Weighted-average number of shares outstanding Basic 121,463 122,092 119,674 Effect of dilutive securities 575 865 902 Diluted 122,038 122,957 120,576 Excluded as anti-dilutive* 2,729 1,859 880 * 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, 2016 |
OT South Africa | |
Noncontrolling Interest [Line Items] | |
Ownership percentage by Open Text | 90.00% |
GXS Korea | |
Noncontrolling Interest [Line Items] | |
Ownership percentage by Open Text | 85.00% |
GXS Singapore | |
Noncontrolling Interest [Line Items] | |
Ownership percentage by Open Text | 81.00% |
Basis of Presentation Reclass53
Basis of Presentation Reclassifications (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Basis of Presentation [Line Items] | |||
Decrease to cost of revenue - Cloud services and subscriptions | $ 244,021 | $ 237,310 | $ 142,193 |
Increase (decrease) to cost of revenue - Customer support | 89,861 | 94,456 | 96,068 |
Decrease to cost of revenue - Professional services and other | 155,584 | 172,742 | 189,403 |
Decrease to operating expense - General and administrative | 140,397 | 162,728 | 142,080 |
Increase to operating expense - Sales and marketing | $ 344,235 | 373,610 | 346,941 |
Reclassification Related to Change in Method of Allocating Operating Expenses | |||
Basis of Presentation [Line Items] | |||
Decrease to cost of revenue - Cloud services and subscriptions | (2,409) | (473) | |
Increase (decrease) to cost of revenue - Customer support | (310) | 89 | |
Decrease to cost of revenue - Professional services and other | (657) | (544) | |
Decrease to operating expense - General and administrative | (314) | (370) | |
Increase to operating expense - Sales and marketing | $ 3,690 | $ 1,298 |
Accounting Policies and Recen54
Accounting Policies and Recent Accounting Pronouncement - Allowance for Doubtful Accounts (Details) - customer | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Accounting Policies [Abstract] | ||
Percentage for Allowance Maintained on Bad-Debts | 100.00% | |
Customers Accounting for More than Ten Percent of Accounts Receivable Balance | 0 | 0 |
Accounting Policies and Recen55
Accounting Policies and Recent Accounting Pronouncement - Property and Equipment (Details) | 12 Months Ended |
Jun. 30, 2016 | |
Furniture and fixtures | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Office equipment | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Computer hardware | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Computer software | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 3 years |
Leasehold improvements | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Capitalized software development costs | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 5 years |
Building | |
Property, Plant and Equipment [Line Items] | |
Property, Plant and Equipment, Useful Life | 40 years |
Accounting Policies and Recen56
Accounting Policies and Recent Accounting Pronouncement - Capitalized Software (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Accounting Policies [Abstract] | ||
Capitalized software development costs | $ 53.5 | $ 38.6 |
Additions related to capitalized software development costs | $ 14.9 | $ 18.6 |
Accounting Policies and Recen57
Accounting Policies and Recent Accounting Pronouncement - Foreign Currency (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Other Income (Expense) | |||
Intercompany Foreign Currency Balance [Line Items] | |||
Transactional foreign currency gains (losses) | $ (1.9) | $ (31) | $ 4 |
Accounting Policies and Recen58
Accounting Policies and Recent Accounting Pronouncement - Income Taxes - Balance Sheet Classification of Deferred Taxes (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Decrease to long-term deferred tax liabilities | $ (79,231) | $ (65,647) |
ASU 2015-17, Early Adoption, Effect | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Decrease to current deferred tax assets | (30,711) | |
Increase to long-term deferred tax assets | 26,176 | |
Decrease to current deferred tax liabilities | 997 | |
Decrease to long-term deferred tax liabilities | $ 3,538 |
Accounting Policies and Recen59
Accounting Policies and Recent Accounting Pronouncement - Presentation of Debt Issuance Costs (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Debt issuance costs | $ 34,013 | $ 30,630 |
Other Assets | ASU 2015-03, Early Adoption, Effect | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Debt issuance costs | (34,000) | (30,600) |
Long-term Debt | ASU 2015-03, Early Adoption, Effect | ||
New Accounting Pronouncement, Early Adoption [Line Items] | ||
Debt issuance costs | $ 34,000 | $ 30,600 |
Allowance For Doubtful Accoun60
Allowance For Doubtful Accounts (Changes In Carrying Amount Of Allowance For Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Allowance for Doubtful Accounts Receivable [Roll Forward] | |||
Beginning Balance | $ 5,987 | $ 4,727 | $ 4,871 |
Bad debt expense | 5,908 | 5,346 | 3,081 |
Write-off /adjustments | (5,155) | (4,086) | (3,225) |
Ending Balance | 6,740 | 5,987 | $ 4,727 |
Unbilled receivables | $ 35,600 | $ 26,700 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Property, Plant and Equipment [Line Items] | ||
Cost | $ 367,094 | $ 306,652 |
Accumulated Depreciation | (183,434) | (146,233) |
Net | 183,660 | 160,419 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 20,462 | 17,571 |
Accumulated Depreciation | (12,505) | (11,334) |
Net | 7,957 | 6,237 |
Office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 823 | 1,532 |
Accumulated Depreciation | (226) | (879) |
Net | 597 | 653 |
Computer hardware | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 134,688 | 110,076 |
Accumulated Depreciation | (89,351) | (72,479) |
Net | 45,337 | 37,597 |
Computer software | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 51,991 | 37,981 |
Accumulated Depreciation | (25,134) | (17,525) |
Net | 26,857 | 20,456 |
Capitalized software development costs | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 53,540 | 38,576 |
Accumulated Depreciation | (16,830) | (7,353) |
Net | 36,710 | 31,223 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 57,061 | 53,391 |
Accumulated Depreciation | (30,743) | (29,458) |
Net | 26,318 | 23,933 |
Land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Cost | 48,529 | 47,525 |
Accumulated Depreciation | (8,645) | (7,205) |
Net | $ 39,884 | $ 40,320 |
Goodwill (Summary Of Changes In
Goodwill (Summary Of Changes In Carrying Amount Of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Goodwill [Roll Forward] | ||
Acquisition of Daegis Inc. (note 18) | $ 2,161,592 | $ 1,940,082 |
Adjustments relating to prior acquisitions | 222 | |
Balance as of June 30, 2016 | 2,325,586 | 2,161,592 |
Informative Graphics Corporation | ||
Goodwill [Roll Forward] | ||
Goodwill Acquired | 23,936 | |
Actuate Corporation | ||
Goodwill [Roll Forward] | ||
Goodwill Acquired | $ 197,352 | |
Daegis Inc. | ||
Goodwill [Roll Forward] | ||
Goodwill Acquired | 8,045 | |
CEM Business | ||
Goodwill [Roll Forward] | ||
Goodwill Acquired | 90,712 | |
ANXeBusiness Corp. | ||
Goodwill [Roll Forward] | ||
Goodwill Acquired | $ 65,237 |
Acquired Intangible Assets (Cal
Acquired Intangible Assets (Calculation Of Acquired Intangibles By Asset Class) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 1,150,079 | $ 1,145,249 |
Accumulated Amortization | (503,839) | (465,770) |
Total | 646,240 | 679,479 |
Technology Assets | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | 359,573 | 428,724 |
Accumulated Amortization | (155,848) | (210,862) |
Total | 203,725 | 217,862 |
Reduction of fully amortized intangible assets | $ 129,300 | |
Weighted-average amortization period (in years) for acquired intangible assets | 5 years | |
Customer Assets | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Cost | $ 790,506 | 716,525 |
Accumulated Amortization | (347,991) | (254,908) |
Total | 442,515 | $ 461,617 |
Reduction of fully amortized intangible assets | $ 20,100 | |
Weighted-average amortization period (in years) for acquired intangible assets | 7 years |
Acquired Intangible Assets (C64
Acquired Intangible Assets (Calculation Of Estimated Future Amortization Expense) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,017 | $ 191,523 | |
2,018 | 178,804 | |
2,019 | 151,405 | |
2,020 | 79,891 | |
2,021 | 11,575 | |
2022 and beyond | 33,042 | |
Total | $ 646,240 | $ 679,479 |
Other Assets (Details)
Other Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Other Assets, Noncurrent Disclosure [Abstract] | ||
Deposits and restricted cash | $ 10,715 | $ 12,137 |
Deferred implementation costs | 18,116 | 13,736 |
Cost basis investments | 18,062 | 11,386 |
Marketable securities | 0 | 9,108 |
Long-term prepaid expenses and other long-term assets | 6,804 | 8,579 |
Total other assets | $ 53,697 | $ 54,946 |
Deferred Charges and Credits (D
Deferred Charges and Credits (Details) | 12 Months Ended |
Jun. 30, 2016 | |
Minimum | |
Schedule of Deferred Charges and Credits [Line Items] | |
Deferred charges and credits amortization, period | 6 years |
Maximum | |
Schedule of Deferred Charges and Credits [Line Items] | |
Deferred charges and credits amortization, period | 15 years |
Accounts Payable And Accrued 67
Accounts Payable And Accrued Liabilities (Schedule Of Current Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Accounts payable—trade | $ 35,804 | $ 15,558 |
Accrued salaries and commissions | 77,813 | 83,888 |
Accrued liabilities | 113,272 | 107,870 |
Accrued interest on Senior Notes | 23,562 | 20,625 |
Amounts payable in respect of restructuring and other Special charges | 5,109 | 12,065 |
Asset retirement obligations | 1,890 | 1,364 |
Total | $ 257,450 | $ 241,370 |
Accounts Payable And Accrued 68
Accounts Payable And Accrued Liabilities (Schedule Of Long-Term Accrued Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Amounts payable in respect of restructuring and other Special charges | $ 3,986 | $ 2,034 |
Other accrued liabilities | 19,138 | 24,826 |
Asset retirement obligations | 6,724 | 7,822 |
Total | $ 29,848 | $ 34,682 |
Accounts Payable And Accrued 69
Accounts Payable And Accrued Liabilities (Narrative) (Details) - USD ($) $ in Millions | Jun. 30, 2016 | Jun. 30, 2015 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Present value of asset retirement obligation | $ 8.6 | $ 9.2 |
Undiscounted value of asset retirement obligation | $ 9.2 | $ 9.8 |
Long-Term Debt (Schedule Of Lon
Long-Term Debt (Schedule Of Long-Term Debt) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Debt Instrument [Line Items] | ||
Total debt | $ 2,180,000 | $ 1,588,000 |
Debt issuance costs | (34,013) | (30,630) |
Total amount outstanding | 2,145,987 | 1,557,370 |
Less: | ||
Non-current portion of long-term debt | 2,137,987 | 1,549,370 |
Term Loan B | ||
Debt Instrument [Line Items] | ||
Total debt | 780,000 | 788,000 |
Less: | ||
Current portion of long-term debt | 8,000 | 8,000 |
Senior Notes | Senior Notes 2026 | ||
Debt Instrument [Line Items] | ||
Total debt | 600,000 | 0 |
Senior Notes | Senior Notes 2023 | ||
Debt Instrument [Line Items] | ||
Total debt | $ 800,000 | $ 800,000 |
Long-Term Debt (Senior Unsecure
Long-Term Debt (Senior Unsecured Fixed Rate Notes) (Details) - Senior Notes - USD ($) | 12 Months Ended | |||
Jun. 30, 2016 | Jun. 30, 2015 | May 31, 2016 | Jan. 15, 2015 | |
Senior Notes 2026 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument face amount | $ 600,000,000 | |||
Debt instrument stated interest rate | 5.875% | |||
Interest expense | $ 2,900,000 | |||
Senior Notes 2023 | ||||
Debt Instrument [Line Items] | ||||
Debt instrument face amount | $ 800,000,000 | |||
Debt instrument stated interest rate | 5.625% | |||
Interest expense | $ 45,000,000 | $ 20,600,000 |
Long Term Debt (Term Loan B and
Long Term Debt (Term Loan B and Revolver) (Details) - USD ($) | Jan. 16, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Term Loan B | ||||
Debt Instrument [Line Items] | ||||
Credit agreement, maximum capacity | $ 800,000,000 | |||
Term loan period, years | 7 years | |||
Term loan quarterly repayment as percentage of principal | 0.25% | |||
Interest addition to floating rate | 0.75% | |||
Interest expense | $ 25,900,000 | $ 26,100,000 | $ 11,900,000 | |
Revolver | ||||
Debt Instrument [Line Items] | ||||
Credit agreement, maximum capacity | $ 300,000,000 | |||
London Interbank Offered Rate (LIBOR) | Term Loan B | ||||
Debt Instrument [Line Items] | ||||
Interest addition to floating rate | 2.50% |
Pension Plans and Other Post 73
Pension Plans and Other Post Retirement Benefits (Narrative) (Details) - Pension Plan | 12 Months Ended |
Jun. 30, 2016USD ($) | |
CDT | |
Defined Benefit Plan Disclosure [Line Items] | |
Contributions made by employer to plan | $ 0 |
Amount to be amortized from accumulated other comprehensive income (loss) over the remainder of this fiscal year | 600,000 |
GXS Germany | |
Defined Benefit Plan Disclosure [Line Items] | |
Contributions made by employer to plan | 0 |
Amount to be amortized from accumulated other comprehensive income (loss) over the remainder of this fiscal year | 200,000 |
GXS Philippines | |
Defined Benefit Plan Disclosure [Line Items] | |
Fair value of plan assets | $ 35,200 |
Pension Plans And Other Post 74
Pension Plans And Other Post Retirement Benefits (Schedule of Defined Benefit Plans And Long-Term Employee Benefit Obligations) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Defined Benefit Plan Disclosure [Line Items] | ||
Total benefit obligation | $ 64,850 | $ 58,287 |
Current portion of benefit obligation | 2,857 | 1,550 |
Non-current portion of benefit obligation | 61,993 | 56,737 |
Other plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total benefit obligation | 3,330 | 2,751 |
Current portion of benefit obligation | 1,466 | 175 |
Non-current portion of benefit obligation | 1,864 | 2,576 |
CDT | Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total benefit obligation | 29,450 | 26,091 |
Current portion of benefit obligation | 589 | 575 |
Non-current portion of benefit obligation | 28,861 | 25,516 |
GXS Germany | Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total benefit obligation | 24,729 | 22,420 |
Current portion of benefit obligation | 772 | 774 |
Non-current portion of benefit obligation | 23,957 | 21,646 |
GXS Philippines | Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Total benefit obligation | 7,341 | 7,025 |
Current portion of benefit obligation | 30 | 26 |
Non-current portion of benefit obligation | $ 7,311 | $ 6,999 |
Pension Plans and Other Post 75
Pension Plans and Other Post Retirement Benefits (Schedule of the Change in Benefit Obligation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation—beginning of period | $ 55,536 | $ 58,802 | |
Service cost | 2,409 | 2,330 | |
Interest cost | 1,467 | 1,649 | |
Benefits paid | (1,494) | (1,366) | |
Actuarial (gain) loss | 4,718 | 4,578 | |
Foreign exchange (gain) | (1,116) | (10,457) | |
Benefit obligation—end of period | 61,520 | 55,536 | $ 58,802 |
Less: Current portion | (1,391) | (1,375) | |
Non-current portion of benefit obligation | 60,129 | 54,161 | |
Pension Plan | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Service cost | 2,409 | 2,330 | 1,355 |
Interest cost | 1,467 | 1,649 | 1,410 |
Pension Plan | CDT | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation—beginning of period | 26,091 | 29,344 | |
Service cost | 422 | 452 | 458 |
Interest cost | 610 | 735 | 877 |
Benefits paid | (534) | (495) | |
Actuarial (gain) loss | 3,299 | 1,676 | |
Foreign exchange (gain) | (438) | (5,621) | |
Benefit obligation—end of period | 29,450 | 26,091 | 29,344 |
Less: Current portion | (589) | (575) | |
Non-current portion of benefit obligation | 28,861 | 25,516 | |
Pension Plan | GXS Germany | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation—beginning of period | 22,420 | 24,182 | |
Service cost | 359 | 360 | 173 |
Interest cost | 543 | 625 | 408 |
Benefits paid | (770) | (793) | |
Actuarial (gain) loss | 2,564 | 2,701 | |
Foreign exchange (gain) | (387) | (4,655) | |
Benefit obligation—end of period | 24,729 | 22,420 | 24,182 |
Less: Current portion | (772) | (774) | |
Non-current portion of benefit obligation | 23,957 | 21,646 | |
Pension Plan | GXS Philippines | |||
Defined Benefit Plan, Change in Benefit Obligation [Roll Forward] | |||
Benefit obligation—beginning of period | 7,025 | 5,276 | |
Service cost | 1,628 | 1,518 | 724 |
Interest cost | 314 | 289 | 125 |
Benefits paid | (190) | (78) | |
Actuarial (gain) loss | (1,145) | 201 | |
Foreign exchange (gain) | (291) | (181) | |
Benefit obligation—end of period | 7,341 | 7,025 | $ 5,276 |
Less: Current portion | (30) | (26) | |
Non-current portion of benefit obligation | $ 7,311 | $ 6,999 |
Pension Plans and Other Post 76
Pension Plans and Other Post Retirement Benefits (Components of Net Pension Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | $ 2,409 | $ 2,330 | |
Interest cost | 1,467 | 1,649 | |
Net pension expense | 4,577 | 4,796 | $ 3,232 |
Pension Plan | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 2,409 | 2,330 | 1,355 |
Interest cost | 1,467 | 1,649 | 1,410 |
Amortization of actuarial gains and losses | 448 | 403 | 278 |
Net pension expense | 4,324 | 4,382 | 3,043 |
Pension Plan | CDT | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 422 | 452 | 458 |
Interest cost | 610 | 735 | 877 |
Amortization of actuarial gains and losses | 425 | 403 | 278 |
Net pension expense | 1,457 | 1,590 | 1,613 |
Pension Plan | GXS Germany | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 359 | 360 | 173 |
Interest cost | 543 | 625 | 408 |
Amortization of actuarial gains and losses | 23 | 0 | 0 |
Net pension expense | 925 | 985 | 581 |
Pension Plan | GXS Philippines | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Service cost | 1,628 | 1,518 | 724 |
Interest cost | 314 | 289 | 125 |
Amortization of actuarial gains and losses | 0 | 0 | 0 |
Net pension expense | $ 1,942 | $ 1,807 | $ 849 |
Pension Plans And Other Post 77
Pension Plans And Other Post Retirement Benefits (Schedule Of Weighted-Average Key Assumptions Used For Pension Plans) (Details) - Pension Plan | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
CDT | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Salary increases | 2.00% | 2.00% |
Pension increases | 1.75% | 1.75% |
Discount rate | 1.56% | 2.36% |
Normal retirement age | 65 years | 65 years |
CDT | to age 20 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.00% | 0.00% |
CDT | to age 25 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.00% | 0.00% |
CDT | to age 30 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 1.00% | 1.00% |
CDT | to age 35 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.50% | 0.50% |
CDT | to age 40 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.00% | 0.00% |
CDT | to age 45 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.50% | 0.50% |
CDT | to age 50 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.50% | 0.50% |
CDT | from age 51 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 1.00% | 1.00% |
GXS Germany | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Salary increases | 2.00% | 2.00% |
Pension increases | 2.00% | 2.00% |
Discount rate | 1.56% | 2.54% |
GXS Germany | Minimum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Normal retirement age | 65 years | 65 years |
GXS Germany | Maximum | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Normal retirement age | 67 years | 67 years |
GXS Philippines | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Salary increases | 6.20% | 7.00% |
Pension increases | 4.75% | 3.50% |
Discount rate | 4.25% | 4.75% |
Normal retirement age | 60 years | 60 years |
GXS Philippines | to age 20 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 7.90% | 7.90% |
GXS Philippines | to age 25 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 5.70% | 5.70% |
GXS Philippines | to age 30 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 4.10% | 4.10% |
GXS Philippines | to age 35 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 2.90% | 2.90% |
GXS Philippines | to age 40 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 1.90% | 1.90% |
GXS Philippines | to age 45 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 1.40% | 1.40% |
GXS Philippines | to age 50 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.00% | 0.00% |
GXS Philippines | from age 51 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Employee fluctuation rate | 0.00% | 0.00% |
Pension Plans And Other Post 78
Pension Plans And Other Post Retirement Benefits (Anticipated Pension Payments Under Pension Plans) (Details) - Pension Plan $ in Thousands | Jun. 30, 2016USD ($) |
CDT | |
Defined Benefit Plan Disclosure [Line Items] | |
2,017 | $ 589 |
2,018 | 630 |
2,019 | 705 |
2,020 | 771 |
2,021 | 853 |
2022 to 2026 | 5,041 |
Total | 8,589 |
GXS Germany | |
Defined Benefit Plan Disclosure [Line Items] | |
2,017 | 772 |
2,018 | 863 |
2,019 | 922 |
2,020 | 973 |
2,021 | 987 |
2022 to 2026 | 5,456 |
Total | 9,973 |
GXS Philippines | |
Defined Benefit Plan Disclosure [Line Items] | |
2,017 | 30 |
2,018 | 37 |
2,019 | 96 |
2,020 | 59 |
2,021 | 84 |
2022 to 2026 | 1,243 |
Total | $ 1,549 |
Share Capital, Option Plans a79
Share Capital, Option Plans and Share-Based Payments (Narrative) (Details) - USD ($) | Jul. 26, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | Jul. 28, 2015 |
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Dividends declared per common share (in dollars per share) | $ 0.83 | $ 0.7175 | $ 0.6225 | |||||
Payments of dividends to shareholders | $ (99,262,000) | $ (87,629,000) | $ (74,693,000) | |||||
Preference shares issued (in shares) | 0 | |||||||
Common shares repurchased (in shares) | 225,000 | 240,222 | 25,760 | |||||
Purchase of treasury stock | $ 10,627,000 | $ 10,557,000 | $ 1,275,000 | |||||
Amount authorized to be repurchased (up to) | $ 200,000,000 | |||||||
Common shares repurchased and cancelled during period, shares (in shares) | 1,476,248 | |||||||
Common shares repurchased and cancelled during period, value | $ 65,509,000 | $ 0 | $ 0 | |||||
Options outstanding (in shares) | 4,177,408 | 4,375,365 | 4,273,226 | |||||
Unrecognized compensation cost relating to unvested stock awards | $ 24,700,000 | |||||||
Unvested stock awards compensation cost, weighted average recognition period | 2 years 3 months 19 days | |||||||
Cash proceeds from exercise of options granted | $ 14,600,000 | $ 12,200,000 | $ 22,200,000 | |||||
Tax benefit realized from exercise of options | 800,000 | 1,000,000 | 1,800,000 | |||||
Issuance of treasury stock | $ 0 | $ 0 | $ 0 | |||||
Stock Options | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Options outstanding (in shares) | 4,177,408 | |||||||
Common shares available for issuance (in shares) | 2,749,830 | |||||||
Expire period of options, minimum term | 7 years | |||||||
Expire period of options, maximum term | 10 years | |||||||
Restricted Stock Units (RSUs) | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Issuance of treasury stock (in shares) | 15,000 | 22,222 | 22,222 | |||||
Award vesting period | 3 years | |||||||
Issuance of treasury stock | $ 300,000 | $ 1,300,000 | $ 500,000 | |||||
Units granted (in shares) | 61,036 | 45,000 | 0 | |||||
Deferred Stock Units | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Units granted (in shares) | 55,858 | 38,052 | 42,298 | |||||
2015 Long Term Incentive Plan | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Issuance of treasury stock (in shares) | 202,078 | |||||||
Issuance of treasury stock | $ 5,000,000 | |||||||
Long Term Incentive Plan | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Issuance of treasury stock (in shares) | 217,078 | 377,775 | 484,238 | |||||
Unvested stock awards compensation cost, weighted average recognition period | 1 year 10 months | |||||||
Compensation cost related to unvested awards not yet recognized | $ 12,900,000 | |||||||
Employee Share Purchase Plan | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Awards purchase price discount | 15.00% | 5.00% | ||||||
Common Stock, Capital Shares Reserved for Future Issuance | 80,273 | |||||||
Cash received from employee stock purchase plan | $ 5,500,000 | $ 3,100,000 | $ 2,600,000 | |||||
Minimum | Stock Options | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 4 years | |||||||
Maximum | Stock Options | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 5 years | |||||||
Accumulated Retained Earnings | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Common shares repurchased and cancelled during period, value | $ 55,684,000 | |||||||
Subsequent Event | ||||||||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | ||||||||
Dividends declared per common share (in dollars per share) | $ 0.23 | |||||||
Amount authorized to be repurchased (up to) | $ 200,000,000 |
Share Capital, Option Plans a80
Share Capital, Option Plans and Share-Based Payments (Summary of Stock Options Outstanding Under Various Stock Option Plans) (Details) - $ / shares | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Options grated to date (in shares) | 737,640 | 1,368,410 | |
Options exercised to date (in shares) | (468,295) | (476,103) | |
Options outstanding (in shares) | 4,177,408 | 4,375,365 | 4,273,226 |
1998 Stock Option Plan | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Options grated to date (in shares) | 15,828,580 | ||
Options exercised to date (in shares) | (10,718,360) | ||
Options cancelled to date (in shares) | (5,110,220) | ||
Options outstanding (in shares) | 0 | ||
Vesting schedule (amount per year) | 25.00% | ||
2004 Stock Option Plan | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Options grated to date (in shares) | 13,463,382 | ||
Options exercised to date (in shares) | (6,154,402) | ||
Options cancelled to date (in shares) | (3,131,572) | ||
Options outstanding (in shares) | 4,177,408 | ||
Vesting schedule (amount per year) | 25.00% | ||
Exercise price, lower limit (in dollars per share) | $ 18.67 | ||
Exercise price, upper limit (in dollars per share) | $ 57.30 | ||
Minimum | 1998 Stock Option Plan | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Termination grace periods | 90 days | ||
Minimum | 2004 Stock Option Plan | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Termination grace periods | 90 days | ||
Maximum | 1998 Stock Option Plan | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Termination grace periods | 180 days | ||
Maximum | 2004 Stock Option Plan | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Termination grace periods | 180 days |
Share Capital, Option Plans, an
Share Capital, Option Plans, and Share-Based Payments (Summary of Information Regarding Stock Options Outstanding) (Details) - $ / shares | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Number of options Outstanding as of June 30, 2016 (in shares) | 4,177,408 | 4,375,365 | 4,273,226 |
Weighted Average Remaining Contractual Life (years) | 4 years 6 months 23 days | 4 years 11 months 16 days | |
Weighted Average Exercise Price (in dollars per share) | $ 43.87 | $ 42.26 | $ 36.35 |
Number of options Exercisable as of June 30, 2016 (in shares) | 1,607,188 | 1,309,484 | |
Weighted Average Exercise Price (in dollars per share) | $ 36.03 | $ 32.32 | |
Stock Options Exercise Price Range One | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 18.67 | ||
Exercise price, upper limit (in dollars per share) | $ 26.37 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 412,823 | ||
Weighted Average Remaining Contractual Life (years) | 2 years 5 months 7 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 24.80 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 383,488 | ||
Weighted Average Exercise Price (in dollars per share) | $ 24.68 | ||
Stock Options Exercise Price Range Two | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 27.26 | ||
Exercise price, upper limit (in dollars per share) | $ 29.64 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 130,000 | ||
Weighted Average Remaining Contractual Life (years) | 3 years 4 months 28 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 28.47 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 87,500 | ||
Weighted Average Exercise Price (in dollars per share) | $ 28.51 | ||
Stock Options Exercise Price Range Three | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 30.18 | ||
Exercise price, upper limit (in dollars per share) | $ 30.19 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 665,123 | ||
Weighted Average Remaining Contractual Life (years) | 2 years 7 months 6 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 30.18 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 505,123 | ||
Weighted Average Exercise Price (in dollars per share) | $ 30.18 | ||
Stock Options Exercise Price Range Four | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 31.76 | ||
Exercise price, upper limit (in dollars per share) | $ 45.73 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 563,132 | ||
Weighted Average Remaining Contractual Life (years) | 5 years 4 months 20 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 41.35 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 90,836 | ||
Weighted Average Exercise Price (in dollars per share) | $ 32.96 | ||
Stock Options Exercise Price Range Five | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 47.01 | ||
Exercise price, upper limit (in dollars per share) | $ 49.04 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 256,680 | ||
Weighted Average Remaining Contractual Life (years) | 6 years 2 months 12 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 47.48 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 28,750 | ||
Weighted Average Exercise Price (in dollars per share) | $ 49.04 | ||
Stock Options Exercise Price Range Six | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 50.08 | ||
Exercise price, upper limit (in dollars per share) | $ 50.09 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 816,250 | ||
Weighted Average Remaining Contractual Life (years) | 4 years 7 months | ||
Weighted Average Exercise Price (in dollars per share) | $ 50.08 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 366,250 | ||
Weighted Average Exercise Price (in dollars per share) | $ 50.08 | ||
Stock Options Exercise Price Range Seven | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 51.16 | ||
Exercise price, upper limit (in dollars per share) | $ 54.17 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 790,500 | ||
Weighted Average Remaining Contractual Life (years) | 5 years 6 months 9 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 53.65 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 47,625 | ||
Weighted Average Exercise Price (in dollars per share) | $ 52.03 | ||
Stock Options Exercise Price Range Eight | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 55.12 | ||
Exercise price, upper limit (in dollars per share) | $ 55.65 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 226,570 | ||
Weighted Average Remaining Contractual Life (years) | 5 years 3 months 9 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 55.50 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 56,658 | ||
Weighted Average Exercise Price (in dollars per share) | $ 55.50 | ||
Stock Options Exercise Price Range Nine | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 55.99 | ||
Exercise price, upper limit (in dollars per share) | $ 56 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 152,500 | ||
Weighted Average Remaining Contractual Life (years) | 6 years 10 months | ||
Weighted Average Exercise Price (in dollars per share) | $ 55.99 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 0 | ||
Weighted Average Exercise Price (in dollars per share) | $ 0 | ||
Stock Options Exercise Price Range Ten | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 57.29 | ||
Exercise price, upper limit (in dollars per share) | $ 57.30 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 163,830 | ||
Weighted Average Remaining Contractual Life (years) | 5 years 2 months 9 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 57.29 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 40,958 | ||
Weighted Average Exercise Price (in dollars per share) | $ 57.29 | ||
Stock Options Exercise Price Range Eleven | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Exercise price, lower limit (in dollars per share) | 18.67 | ||
Exercise price, upper limit (in dollars per share) | $ 57.30 | ||
Number of options Outstanding as of June 30, 2016 (in shares) | 4,177,408 | ||
Weighted Average Remaining Contractual Life (years) | 4 years 6 months 23 days | ||
Weighted Average Exercise Price (in dollars per share) | $ 43.87 | ||
Number of options Exercisable as of June 30, 2016 (in shares) | 1,607,188 | ||
Weighted Average Exercise Price (in dollars per share) | $ 36.03 |
Share Capital, Option Plans a82
Share Capital, Option Plans and Share-Based Payments (Share-Based Payments) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 25,978 | $ 22,047 | $ 19,906 |
Stock Options | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 13,202 | 12,193 | 7,883 |
Restricted Stock Units (RSUs fully vested) | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 0 | 0 | 3,300 |
Deferred Stock Units (Directors) | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 2,764 | 2,038 | 1,548 |
Long Term Incentive Plan | Performance Stock Units (PSUs) | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 2,688 | 2,287 | 4,643 |
Long Term Incentive Plan | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 5,086 | 4,574 | 2,062 |
Other plans | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | 1,573 | 955 | 470 |
Employee Share Purchase Plan | |||
Share-based Compensation Arrangement By Share-based Payment Award [Line Items] | |||
Share-based compensation expense | $ 665 | $ 0 | $ 0 |
Share Capital, Option Plans a83
Share Capital, Option Plans and Share-Based Payments (Summary of Outstanding Stock Options Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Options | ||
Options outstanding beginning balance (in shares) | 4,375,365 | 4,273,226 |
Options granted (in shares) | 737,640 | 1,368,410 |
Options exercised (in shares) | (468,295) | (476,103) |
Options forfeited or expired (in shares) | (467,302) | (790,168) |
Options outstanding ending balance (in shares) | 4,177,408 | 4,375,365 |
Options exercisable ending balance (in shares) | 1,607,188 | 1,309,484 |
Weighted- Average Exercise Price | ||
Options outstanding beginning balance, weighted-average exercise price (in dollars per share) | $ 42.26 | $ 36.35 |
Options granted, weighted average exercise price (in dollars per share) | 48.17 | 54.33 |
Options exercised, weighted-average exercise price (in dollars per share) | 31.13 | 25.54 |
Options forfeited or expired, weighted-average exercise price (in dollars per share) | 48.33 | 41.25 |
Options outstanding ending balance, weighted-average exercise price (in dollars per share) | 43.87 | 42.26 |
Options exercisable, weighted average exercise price (in dollars per share) | $ 36.03 | $ 32.32 |
Weighted Average Remaining Contractual Life (years) | 4 years 6 months 23 days | 4 years 11 months 16 days |
Options exercisable, weighted-average remaining contractual term (in years) | 3 years 4 months 29 days | 3 years 5 months 23 days |
Options outstanding, aggregate intrinsic value | $ 63,862 | $ 22,153 |
Options exercisable, aggregate intrinsic value | $ 37,167 | $ 13,635 |
Share Capital, Option Plans a84
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, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Weighted-average fair value of options granted (in dollars per share) | $ 11.38 | $ 13.46 | $ 11.55 |
Expected volatility | 31.76% | 31.74% | 32.00% |
Risk–free interest rate | 1.31% | 1.41% | 1.34% |
Expected dividend yield | 1.62% | 1.23% | 1.32% |
Expected life (in years) | 4 years 3 months 29 days | 4 years 3 months 29 days | 4 years 4 months 10 days |
Forfeiture rate (based on historical rates) | 5.00% | 5.00% | 5.00% |
Average exercised share price (in dollars per share) | $ 48.17 | $ 54.33 | $ 46.52 |
Derived service period (in years) | 2 years 26 days |
Guarantees and Contingencies (D
Guarantees and Contingencies (Details) - USD ($) $ in Thousands | Jul. 17, 2015 | Jun. 30, 2016 |
Long-term debt obligations | ||
Total | $ 2,961,817 | |
July 1, 2016— June 30, 2017 | 113,854 | |
July 1, 2017— June 30, 2019 | 226,916 | |
July 1, 2019— June 30, 2021 | 954,797 | |
July 1, 2021 and beyond | 1,666,250 | |
Operating lease obligations | ||
Total | 184,798 | |
July 1, 2016— June 30, 2017 | 42,374 | |
July 1, 2017— June 30, 2019 | 65,095 | |
July 1, 2019— June 30, 2021 | 40,738 | |
July 1, 2021 and beyond | 36,591 | |
Purchase Obligations, Fiscal Year Maturity [Abstract] | ||
Total | 7,543 | |
July 1, 2016— June 30, 2017 | 5,635 | |
July 1, 2017— June 30, 2019 | 1,787 | |
July 1, 2019— June 30, 2021 | 121 | |
July 1, 2021 and beyond | 0 | |
Contractual Obligations, Fiscal Year Maturity [Abstract] | ||
Total | 3,154,158 | |
July 1, 2016— June 30, 2017 | 161,863 | |
July 1, 2017— June 30, 2019 | 293,798 | |
July 1, 2019— June 30, 2021 | 995,656 | |
July 1, 2021 and beyond | 1,702,841 | |
Sublease income | 6,900 | |
GXS Group, Inc. | ||
Contractual Obligations, Fiscal Year Maturity [Abstract] | ||
Tax contingency, foreign, amount | 2,500 | |
Guarantor obligations, current carrying value | 3,700 | |
Loss contingency accrual | 4,900 | |
GXS India | ||
Contractual Obligations, Fiscal Year Maturity [Abstract] | ||
Loss contingency accrual | 1,500 | |
IRS Notice of Proposed Adjustment | ||
Contractual Obligations, Fiscal Year Maturity [Abstract] | ||
Expected federal taxes expense | $ 280,000 | 80,000 |
Additional tax expense | 20.00% | |
Estimate of probably loss | $ 550,000 |
Income Taxes (Income before Inc
Income Taxes (Income before Income Tax) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Domestic income (loss) | $ (80,066) | $ (26,927) | $ (11,623) |
Foreign income | 370,843 | 292,971 | 288,158 |
Income before income taxes | $ 290,777 | $ 266,044 | $ 276,535 |
Income Taxes (Components of Inc
Income Taxes (Components of Income Tax) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Current income taxes (recoveries): | |||
Domestic | $ (3,119) | $ (839) | $ 1,424 |
Foreign | 63,862 | 47,055 | 69,371 |
Current income taxes | 60,743 | 46,216 | 70,795 |
Deferred income taxes (recoveries): | |||
Domestic | (44,569) | 3,390 | 5,901 |
Foreign | (9,892) | (17,968) | (18,235) |
Deferred income taxes (recoveries) | (54,461) | (14,578) | (12,334) |
Provision for income taxes | $ 6,282 | $ 31,638 | $ 58,461 |
Income Taxes (Income Tax Reconc
Income Taxes (Income Tax Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Expected statutory rate | 26.50% | 26.50% | 26.50% |
Expected provision for income taxes | $ 77,056 | $ 70,501 | $ 73,282 |
Effect of foreign tax rate differences | (71,478) | (57,017) | (52,577) |
Change in valuation allowance | (34,999) | 6,617 | 3,281 |
Amortization of deferred charges | 11,316 | 10,525 | 11,307 |
Effect of permanent differences | 10,711 | 1,321 | 7,643 |
Effect of changes in unrecognized tax benefits | (264) | (1,800) | 13,214 |
Effect of withholding taxes | 3,457 | 3,045 | 2,234 |
Difference in tax filings from provision | 8,959 | 1,657 | (2,581) |
Other items | 1,524 | (3,211) | 2,658 |
Provision for income taxes | $ 6,282 | $ 31,638 | $ 58,461 |
Income Taxes (Components of Def
Income Taxes (Components of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Deferred tax assets | ||
Non-capital loss carryforwards | $ 230,936 | $ 223,812 |
Capital loss carryforwards | 473 | 3,470 |
Undeducted scientific research and development expenses | 92,595 | 80,804 |
Depreciation and amortization | 20,977 | 25,974 |
Restructuring costs and other reserves | 16,008 | 17,271 |
Deferred revenue | 72,537 | 75,067 |
Other | 41,985 | 47,581 |
Total deferred tax asset | 475,511 | 473,979 |
Valuation allowance | (88,208) | (133,459) |
Deferred tax liabilities | ||
Scientific research and development tax credits | (11,478) | (6,831) |
Acquired intangibles | (145,891) | (180,457) |
Other | (68,004) | (37,292) |
Deferred tax liabilities | 225,373 | 224,580 |
Deferred tax assets, net | 161,930 | 115,940 |
Long-term assets | 241,161 | 181,587 |
Long-term liabilities | $ (79,231) | $ (65,647) |
Income Taxes Income Taxes (Chan
Income Taxes Income Taxes (Changes in the Balance of Gross Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Opening Balance - unrecognized tax benefits | $ 180,249 | $ 190,219 |
Increases on account of current year positions | 4,669 | 5,881 |
Increases on account of prior year positions | 8,366 | 1,376 |
Decreases due to settlements with tax authorities | (1,147) | (3,084) |
Decreases due to lapses of statutes of limitations | (17,652) | (14,143) |
Closing Balance - unrecognized tax benefits | $ 174,485 | $ 180,249 |
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, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Interest expense | $ 6,534 | $ 4,451 | $ 6,969 |
Penalties expense (recoveries) | (2,761) | (2,032) | 287 |
Total | $ 3,773 | $ 2,419 | $ 7,256 |
Income Taxes (Interest Accrued
Income Taxes (Interest Accrued And Penalties Accrued Related To Income Tax Expense) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Income Tax Disclosure [Abstract] | ||
Interest expense accrued | $ 34,476 | $ 28,827 |
Penalties accrued | $ 1,615 | $ 5,040 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Income Tax Examination [Line Items] | ||
Effective income tax rate | 2.20% | 11.90% |
Increase (decrease) of income tax expense | $ (25.4) | |
Increase (decrease) in valuation allowance | (41.6) | |
Increase (decrease) in the effect of permanent differences | 9.4 | |
Filings in excess of amounts previously recorded | 8 | |
Investment tax credit | 45.9 | |
Unrecognized tax benefit | 23.5 | |
Net unrecognized tax benefit excluding deferred tax assets | 150.9 | $ 155.1 |
Possible decrease in tax expense in next 12 months | 3.8 | |
Taxes paid on cash distribution | 15.9 | $ 12.1 |
Domestic Tax Authority | ||
Income Tax Examination [Line Items] | ||
Operating loss carryforward | 53.3 | |
Foreign Tax Authority | ||
Income Tax Examination [Line Items] | ||
Operating loss carryforward | 621.8 | |
Non-capital loss carryforwards with no expiry date | $ 63.2 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative financial instrument asset | $ 792 | $ 273 |
Total recurring assets fair value | 12,631 | 20,547 |
Significant other observable inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative financial instrument asset | 792 | 273 |
Total recurring assets fair value | 12,631 | 20,547 |
Corporate Bond Securities | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | 11,839 | 20,274 |
Corporate Bond Securities | Significant other observable inputs (Level 2) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments | $ 11,839 | $ 20,274 |
Fair Value Measurement (Cash an
Fair Value Measurement (Cash and Short term Investments) (Details) - Short-term Investments - Corporate Bond Securities - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cost | $ 11,406 | $ 20,286 |
Gross Unrealized Gains | 436 | 2 |
Gross Unrealized (Losses) | (3) | (14) |
Estimated Fair Value | $ 11,839 | $ 20,274 |
Derivative Instruments and He96
Derivative Instruments and Hedging Activities (Fair Value of Derivative Instruments in the Condensed Consolidated Balance Sheets) (Details) - Foreign currency forward contracts - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Derivatives, Fair Value [Line Items] | ||
Notional amount of forward contracts held to sell U.S. dollars in exchange for Canadian dollars | $ 33,200 | $ 76,400 |
Prepaid Expenses and Other Current Assets | Cash Flow Hedging | Designated As Hedging Instrument | ||
Derivatives, Fair Value [Line Items] | ||
Fair Value Asset (Liability) | $ 792 | $ 273 |
Derivative Instruments and He97
Derivative Instruments and Hedging Activities (Effects of Derivative Instruments on Income and Other Comprehensive Income (OCI)) (Details) - Cash Flow Hedging - Foreign currency forward contracts - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Derivatives, Fair Value [Line Items] | ||
Amount of Gain or (Loss) Recognized in OCI on Derivatives (Effective Portion) | $ (3,502) | $ (8,252) |
Amount of Gain or (Loss) Recognized in Income on Derivatives (Ineffective Portion and Amount Excluded from Effectiveness Testing) | 0 | 0 |
Operating Expenses | ||
Derivatives, Fair Value [Line Items] | ||
Amount of Gain or (Loss) Reclassified from Accumulated OCI into Income (Effective Portion) | $ (4,021) | $ (7,769) |
Special Charges (Recoveries) (S
Special Charges (Recoveries) (Schedule Of Special Charges Related To Restructuring Plan) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Acquisition-related costs | $ 7,710 | $ 4,462 | $ 10,074 |
Other charges (recoveries) | 8,492 | (6,211) | (5,558) |
Total | 34,846 | 12,823 | 31,314 |
Fiscal 2015 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges | 22,179 | 8,218 | 0 |
OpenText/GXS Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges | (3,427) | 8,163 | 19,306 |
Restructuring Plans prior to OpenText/GXS Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges | $ (108) | $ (1,809) | $ 7,492 |
Special Charges (Recoveries) (N
Special Charges (Recoveries) (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Restructuring Cost and Reserve [Line Items] | |||
Acquisition-related costs | $ 7,710,000 | $ 4,462,000 | $ 10,074,000 |
Other charges (recoveries) | 8,492,000 | (6,211,000) | (5,558,000) |
Special Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Acquisition-related costs | 7,700,000 | 4,500,000 | 10,100,000 |
One-time ERP Implementation Project | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | 8,500,000 | 0 | 0 |
Post-Acquisition Integration Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | 4,800,000 | ||
Assets Disposed | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | 1,100,000 | ||
Miscellaneous Other Charges | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | 300,000 | ||
Pre-Acquisition Tax Liabilities being Settled, Released, or Statute Barred | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | (5,700,000) | (11,500,000) | |
Interest Released on Certain Pre-Acquisition Liabilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | (500,000) | (1,400,000) | |
Pre-Acquisition Sales Tax Liabilities | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | (7,000,000) | ||
Write-Off of Unamortized Debt Issuance Costs | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | 2,900,000 | ||
Post-Business Combination Compensation Obligations | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | 2,100,000 | ||
Leasehold improvements | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | 1,200,000 | ||
Settlement in Connection with the Acquisition of IXOS Software AG | |||
Restructuring Cost and Reserve [Line Items] | |||
Other charges (recoveries) | $ 1,400,000 | ||
Fiscal 2015 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges recorded to date | 30,400,000 | ||
OpenText/GXS Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Special charges recorded to date | 24,100,000 | ||
Minimum | Fiscal 2015 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring costs | 32,000,000 | ||
Maximum | Fiscal 2015 Restructuring Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Expected restructuring costs | $ 35,000,000 | ||
Medium-term notes | |||
Restructuring Cost and Reserve [Line Items] | |||
Debt instrument face amount | $ 600,000,000 |
Special Charges (Recoveries)100
Special Charges (Recoveries) (Schedule Of Restructuring Reserve) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2016 | Jun. 30, 2015 | |
Fiscal 2015 Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | $ 5,968 | $ 0 |
Accruals and adjustments | 22,179 | 8,218 |
Cash payments | (19,651) | (2,196) |
Foreign exchange | (305) | (54) |
Ending Balance | 8,191 | 5,968 |
Fiscal 2015 Restructuring Plan | Workforce Reduction | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 3,842 | 0 |
Accruals and adjustments | 17,249 | 6,015 |
Cash payments | (17,290) | (2,135) |
Foreign exchange | (656) | (38) |
Ending Balance | 3,145 | 3,842 |
Fiscal 2015 Restructuring Plan | Facility Costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 2,126 | 0 |
Accruals and adjustments | 4,930 | 2,203 |
Cash payments | (2,361) | (61) |
Foreign exchange | 351 | (16) |
Ending Balance | 5,046 | 2,126 |
OpenText/GXS Restructuring Plan | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 7,282 | 11,079 |
Accruals and adjustments | (3,427) | 8,163 |
Cash payments | (2,363) | (11,522) |
Foreign exchange | (771) | (438) |
Ending Balance | 721 | 7,282 |
OpenText/GXS Restructuring Plan | Workforce Reduction | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 2,846 | 5,051 |
Accruals and adjustments | (1,878) | 5,244 |
Cash payments | (648) | (6,848) |
Foreign exchange | (205) | (601) |
Ending Balance | 115 | 2,846 |
OpenText/GXS Restructuring Plan | Facility Costs | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 4,436 | 6,028 |
Accruals and adjustments | (1,549) | 1,159 |
Cash payments | (1,715) | (2,914) |
Foreign exchange | (566) | 163 |
Ending Balance | $ 606 | 4,436 |
OpenText/GXS Restructuring Plan | Other | ||
Restructuring Reserve [Roll Forward] | ||
Accruals and adjustments | 1,760 | |
Cash payments | $ (1,760) |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) | May 01, 2016 | Apr. 30, 2016 | Nov. 23, 2015 | Jan. 16, 2015 | Jan. 02, 2015 | Jan. 16, 2014 | Aug. 15, 2013 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | ||||||||||
Goodwill | $ 2,325,586,000 | $ 2,161,592,000 | $ 1,940,082,000 | |||||||
Acquisition related costs | 7,710,000 | 4,462,000 | 10,074,000 | |||||||
ANXeBusiness Corp. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase consideration | $ 104,600,000 | |||||||||
Goodwill | 65,237,000 | |||||||||
Goodwill expected to be tax deductible | 7,000,000 | |||||||||
Acquired receivables, fair value | 5,700,000 | |||||||||
Acquired receivables, gross contractual amount | 5,800,000 | |||||||||
Acquired receivables, estimated uncollectible | 100,000 | |||||||||
Acquisition related costs | 900,000 | |||||||||
Total consideration paid, net of cash acquired | 104,570,000 | 0 | 0 | |||||||
Total identifiable net assets | $ 39,333,000 | |||||||||
CEM Business | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase consideration | $ 160,000,000 | |||||||||
Goodwill | 90,712,000 | |||||||||
Goodwill expected to be tax deductible | 77,000,000 | |||||||||
Acquisition related costs | 2,800,000 | |||||||||
Amount held back and unpaid | 7,300,000 | |||||||||
Total consideration paid, net of cash acquired | 152,711,000 | 0 | 0 | |||||||
Total identifiable net assets | $ 69,288,000 | |||||||||
Daegis Inc. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase consideration | $ 23,300,000 | |||||||||
Goodwill | 8,000,000 | |||||||||
Acquisition related costs | 1,100,000 | |||||||||
Total consideration paid, net of cash acquired | $ 22,100,000 | 22,146,000 | 0 | 0 | ||||||
Actuate Corporation | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase consideration | $ 331,956,000 | |||||||||
Goodwill | 197,352,000 | |||||||||
Goodwill expected to be tax deductible | 0 | |||||||||
Acquired receivables, fair value | 23,400,000 | |||||||||
Acquired receivables, gross contractual amount | 23,600,000 | |||||||||
Acquired receivables, estimated uncollectible | 200,000 | |||||||||
Total consideration paid, net of cash acquired | 8,153,000 | 291,800,000 | 0 | |||||||
Total identifiable net assets | 134,604,000 | |||||||||
Gain recognized remeasuring to fair value | 3,100,000 | |||||||||
Cash consideration paid | $ 322,417,000 | |||||||||
Informative Graphics Corporation | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase consideration | $ 40,000,000 | |||||||||
Goodwill expected to be tax deductible | 0 | |||||||||
Total consideration paid, net of cash acquired | $ 38,700,000 | 3,464,000 | 35,180,000 | 0 | ||||||
GXS Group, Inc. | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Purchase consideration | $ 1,218,651,000 | |||||||||
Goodwill | 672,765,000 | |||||||||
Goodwill expected to be tax deductible | 0 | |||||||||
Acquired receivables, fair value | 94,300,000 | |||||||||
Acquired receivables, gross contractual amount | 108,200,000 | |||||||||
Acquired receivables, estimated uncollectible | 13,900,000 | |||||||||
Total consideration paid, net of cash acquired | 0 | 0 | 1,076,886,000 | |||||||
Total identifiable net assets | $ 545,886,000 | |||||||||
Number of common shares issued (in shares) | 2,595,042 | |||||||||
Cash consideration paid | $ 1,101,874,000 | |||||||||
Cordys Holding BV | ||||||||||
Business Acquisition [Line Items] | ||||||||||
Total consideration paid, net of cash acquired | $ 30,600,000 | $ 0 | $ 0 | $ 30,588,000 | ||||||
Cash consideration paid | $ 33,200,000 |
Acquisitions - ANXeBusiness Cor
Acquisitions - ANXeBusiness Corp. (Identifiable Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | May 01, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 2,325,586 | $ 2,161,592 | $ 1,940,082 | |
ANXeBusiness Corp. | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 9,712 | |||
Non-current tangible assets | 511 | |||
Liabilities assumed | (26,190) | |||
Total identifiable net assets | 39,333 | |||
Goodwill | 65,237 | |||
Net assets acquired | 104,570 | |||
Customer Assets | ANXeBusiness Corp. | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | 49,700 | |||
Technology Assets | ANXeBusiness Corp. | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | $ 5,600 |
Acquisitions - Assets Constitut
Acquisitions - Assets Constituting a Business (Identifiable Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Apr. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 2,325,586 | $ 2,161,592 | $ 1,940,082 | |
CEM Business | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 2,333 | |||
Non-current tangible assets | 12,041 | |||
Liabilities assumed | (25,086) | |||
Total identifiable net assets | 69,288 | |||
Goodwill | 90,712 | |||
Net assets acquired | 160,000 | |||
Customer Assets | CEM Business | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | 33,000 | |||
Technology Assets | CEM Business | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | $ 47,000 |
Acquisitions - Actuate (Conside
Acquisitions - Actuate (Consideration Paid) (Details) - Actuate Corporation $ in Thousands | Jan. 16, 2015USD ($) |
Business Acquisition [Line Items] | |
Cash consideration paid | $ 322,417 |
Fair value, at date of acquisition, on shares of Actuate already owned through open market purchases | 9,539 |
Purchase consideration | $ 331,956 |
Acquisitions - Actuate (Identif
Acquisitions - Actuate (Identifiable Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jan. 16, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 2,325,586 | $ 2,161,592 | $ 1,940,082 | |
Actuate Corporation | ||||
Business Acquisition [Line Items] | ||||
Current assets | $ 78,150 | |||
Cash acquired from acquisition | 22,463 | |||
Non-current tangible assets | 13,540 | |||
Liabilities assumed | (79,686) | |||
Total identifiable net assets | 134,604 | |||
Goodwill | 197,352 | |||
Net assets acquired | 331,956 | |||
Actuate Corporation | Customer Assets | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | 62,600 | |||
Actuate Corporation | Technology Assets | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | $ 60,000 |
Acquisitions - GXS Group, Inc.
Acquisitions - GXS Group, Inc. (Consideration Paid) (Details) - GXS Group, Inc. $ in Thousands | Jan. 16, 2014USD ($) |
Business Acquisition [Line Items] | |
Cash consideration paid | $ 1,101,874 |
Equity consideration paid | 116,777 |
Purchase consideration | $ 1,218,651 |
Acquisitions - GXS Group, In107
Acquisitions - GXS Group, Inc. (Identifiable Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jan. 16, 2014 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 2,325,586 | $ 2,161,592 | $ 1,940,082 | |
GXS Group, Inc. | ||||
Business Acquisition [Line Items] | ||||
Current assets (inclusive of cash acquired of $24,382) | $ 127,406 | |||
Cash acquired from acquisition | 24,382 | |||
Non-current tangible assets | 36,139 | |||
Liabilities assumed | (105,459) | |||
Total identifiable net assets | 545,886 | |||
Goodwill | 672,765 | |||
Net assets acquired | 1,218,651 | |||
Customer Assets | GXS Group, Inc. | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | 364,600 | |||
Technology Assets | GXS Group, Inc. | ||||
Business Acquisition [Line Items] | ||||
Acquired intangible assets | $ 123,200 |
Segment Information - Revenue F
Segment Information - Revenue From External Customers Attributed To Foreign Countries By Geographic Area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | $ 1,824,228 | $ 1,851,917 | $ 1,624,699 |
Canada | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 107,217 | 113,780 | 117,225 |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 915,615 | 887,895 | 725,852 |
United Kingdom | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 185,631 | 201,059 | 169,511 |
Germany | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 155,201 | 169,538 | 162,966 |
Rest of Europe | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | 270,114 | 267,702 | 255,419 |
All other countries | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total revenues | $ 190,450 | $ 211,943 | $ 193,726 |
Segment Information - Entity-Wi
Segment Information - Entity-Wide Disclosure On Geographic Areas, Long-Lived Assets In Individual Foreign Countries By Country (Details) - USD ($) $ in Thousands | Jun. 30, 2016 | Jun. 30, 2015 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 829,900 | $ 839,898 |
Canada | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 145,927 | 64,622 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 546,788 | 653,576 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 20,042 | 10,988 |
Germany | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 4,878 | 5,320 |
Rest of Europe | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | 76,560 | 73,905 |
All other countries | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Total | $ 35,705 | $ 31,487 |
Supplemental Cash Flow Discl110
Supplemental Cash Flow Disclosures (Details) - USD ($) $ in Thousands | Jul. 15, 2015 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 |
Debt Instrument [Line Items] | ||||
Cash paid during the period for interest | $ 72,058 | $ 34,658 | $ 26,697 | |
Cash received during the period for interest | 3,659 | 3,905 | 2,463 | |
Cash paid during the period for income taxes | $ 40,431 | $ 25,870 | $ 39,834 | |
Senior Notes 2023 | Unsecured Debt | ||||
Debt Instrument [Line Items] | ||||
Interest paid | $ 22,500 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Basic earnings per share | |||
Net income attributable to OpenText | $ 284,477 | $ 234,327 | $ 218,125 |
Basic earnings per share attributable to OpenText (in dollars per share) | $ 2.34 | $ 1.92 | $ 1.82 |
Diluted earnings per share | |||
Net income attributable to OpenText | $ 284,477 | $ 234,327 | $ 218,125 |
Diluted earnings per share attributable to OpenText (in dollars per share) | $ 2.33 | $ 1.91 | $ 1.81 |
Weighted-average number of shares outstanding | |||
Weighted-average number of shares outstanding - Basic (in shares) | 121,463 | 122,092 | 119,674 |
Weighted-average number of shares - Effect of dilutive securities (in shares) | 575 | 865 | 902 |
Weighted-average number of shares outstanding - Diluted (in shares) | 122,038 | 122,957 | 120,576 |
Weighted-average number of shares outstanding - Excluded as anti-dilutive (in shares) | 2,729 | 1,859 | 880 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Stephen Sadler | |||
Related Party Transaction [Line Items] | |||
Consultancy fees earned by director for business acquisition-related activities | $ 0.8 | $ 0.5 | $ 0.7 |
Subsequent Event (Details)
Subsequent Event (Details) - USD ($) | Jul. 26, 2016 | Jul. 20, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | Jul. 28, 2015 |
Subsequent Event [Line Items] | ||||||
Dividends declared per common share (in dollars per share) | $ 0.83 | $ 0.7175 | $ 0.6225 | |||
Amount authorized to be repurchased (up to) | $ 200,000,000 | |||||
Subsequent Event | ||||||
Subsequent Event [Line Items] | ||||||
Dividends declared per common share (in dollars per share) | $ 0.23 | |||||
Amount authorized to be repurchased (up to) | $ 200,000,000 | |||||
Subsequent Event | Recommind Inc | ||||||
Subsequent Event [Line Items] | ||||||
Purchase consideration | $ 170,000,000 |