Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Sep. 05, 2017 | Dec. 31, 2016 | |
Document and Entity Information | |||
Entity Registrant Name | OSI SYSTEMS INC | ||
Entity Central Index Key | 1,039,065 | ||
Document Type | 10-K | ||
Document Period End Date | Jun. 30, 2017 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --06-30 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Public Float | $ 1,397,186,025 | ||
Entity Common Stock, Shares Outstanding | 18,776,847 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Jun. 30, 2016 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 169,650 | $ 104,370 |
Accounts receivable, net | 206,526 | 141,716 |
Inventories | 248,510 | 273,288 |
Prepaid expenses and other current assets | 28,314 | 35,944 |
Total current assets | 653,000 | 555,318 |
Property and equipment, net | 141,539 | 183,114 |
Goodwill | 242,129 | 122,819 |
Intangible assets, net | 118,450 | 56,283 |
Deferred income taxes | 34,897 | 43,475 |
Other assets | 40,072 | 30,714 |
Total assets | 1,230,087 | 991,723 |
CURRENT LIABILITIES: | ||
Bank lines of credit | 103,000 | 125,000 |
Current portion of long-term debt | 2,396 | 2,759 |
Accounts payable | 76,121 | 69,490 |
Accrued payroll and related expenses | 34,621 | 29,203 |
Advances from customers | 37,934 | 55,408 |
Other accrued expenses and current liabilities | 92,062 | 85,975 |
Total current liabilities | 346,134 | 367,835 |
Long-term debt | 241,750 | 6,054 |
Deferred income taxes | 20,681 | 29,160 |
Other long-term liabilities | 52,309 | 47,828 |
Total liabilities | 660,874 | 450,877 |
Commitments and contingencies (note 10) | ||
Stockholders' Equity: | ||
Preferred stock, $0.001 par value-authorized, 10,000,000 shares; no shares issued or outstanding | ||
Common stock, $0.001 par value - authorized, 100,000,000 shares; issued and outstanding, 18,912,157 and 18,689,568 shares at June 30, 2016 and 2017, respectively | 222,529 | 219,114 |
Retained earnings | 363,872 | 338,988 |
Accumulated other comprehensive loss | (17,188) | (17,256) |
Total stockholders' equity | 569,213 | 540,846 |
Total liabilities and stockholders' equity | $ 1,230,087 | $ 991,723 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2017 | Jun. 30, 2016 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized shares | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized shares | 100,000,000 | 100,000,000 |
Common stock, shares issued | 18,689,568 | 18,912,157 |
Common stock, shares outstanding | 18,689,568 | 18,912,157 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Net revenues: | |||
Products | $ 655,840 | $ 579,345 | $ 707,700 |
Services | 305,111 | 250,315 | 250,502 |
Total net revenues | 960,951 | 829,660 | 958,202 |
Cost of goods sold: | |||
Products | 466,293 | 407,880 | 482,401 |
Services | 171,157 | 144,921 | 150,448 |
Total cost of goods sold | 637,450 | 552,801 | 632,849 |
Gross profit | 323,501 | 276,859 | 325,353 |
Operating expenses: | |||
Selling, general and administrative | 192,560 | 166,655 | 171,756 |
Research and development | 50,951 | 49,816 | 51,639 |
Impairment, restructuring and other charges | 46,698 | 22,014 | 9,850 |
Total operating expenses | 290,209 | 238,485 | 233,245 |
Income from operations | 33,292 | 38,374 | 92,108 |
Interest and other expense, net | (7,541) | (2,879) | (3,255) |
Income before income taxes | 25,751 | 35,495 | 88,853 |
Provision for income taxes | 4,675 | 9,338 | 23,702 |
Net income | $ 21,076 | $ 26,157 | $ 65,151 |
Earnings per share: | |||
Basic (in dollars per share) | $ 1.12 | $ 1.35 | $ 3.29 |
Diluted (in dollars per share) | $ 1.07 | $ 1.30 | $ 3.17 |
Shares used in per share calculation: | |||
Basic (in shares) | 18,894 | 19,427 | 19,799 |
Diluted (in shares) | 19,689 | 20,076 | 20,526 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME | |||
Net income | $ 21,076 | $ 26,157 | $ 65,151 |
Other comprehensive income (loss): | |||
Foreign currency translation adjustment | (433) | (6,850) | (7,436) |
Other | 501 | (142) | 73 |
Other comprehensive income (loss) | 68 | (6,992) | (7,363) |
Comprehensive income | $ 21,144 | $ 19,165 | $ 57,788 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total |
Balance at Jun. 30, 2014 | $ 287,434 | $ 247,680 | $ (2,901) | $ 532,213 |
Balance (in shares) at Jun. 30, 2014 | 19,942,923 | |||
Increase (Decrease) in Shareholders' Equity | ||||
Exercise of stock options | $ 1,603 | 1,603 | ||
Exercise of stock options (in shares) | 38,907 | |||
Vesting of restricted shares (in shares) | 262,221 | |||
Net tax benefit of stock options exercised/forfeited | $ 3,617 | 3,617 | ||
Shares issued under employee stock purchase program | $ 1,995 | 1,995 | ||
Shares issued under employee stock purchase program (in shares) | 37,334 | |||
Stock compensation expense | $ 22,501 | 22,501 | ||
Repurchase of common stock | $ (30,744) | $ (30,744) | ||
Repurchase of common stock (in shares) | (454,635) | (454,635) | ||
Taxes paid related to net share settlement of equity awards | $ (7,194) | $ (7,194) | ||
Taxes paid related to net share settlement of equity awards (in shares) | (110,243) | |||
Net income | 65,151 | 65,151 | ||
Other comprehensive income (loss) | (7,363) | (7,363) | ||
Balance at Jun. 30, 2015 | $ 279,212 | 312,831 | (10,264) | 581,779 |
Balance (in shares) at Jun. 30, 2015 | 19,716,507 | |||
Increase (Decrease) in Shareholders' Equity | ||||
Exercise of stock options | $ 3,004 | 3,004 | ||
Exercise of stock options (in shares) | 107,059 | |||
Vesting of restricted shares (in shares) | 417,896 | |||
Net tax benefit of stock options exercised/forfeited | $ 89 | 89 | ||
Shares issued under employee stock purchase program | $ 3,133 | 3,133 | ||
Shares issued under employee stock purchase program (in shares) | 58,709 | |||
Stock compensation expense | $ 20,759 | 20,759 | ||
Repurchase of common stock | $ (73,368) | $ (73,368) | ||
Repurchase of common stock (in shares) | (1,201,402) | (1,201,402) | ||
Taxes paid related to net share settlement of equity awards | $ (13,715) | $ (13,715) | ||
Taxes paid related to net share settlement of equity awards (in shares) | (186,612) | |||
Net income | 26,157 | 26,157 | ||
Other comprehensive income (loss) | (6,992) | (6,992) | ||
Balance at Jun. 30, 2016 | $ 219,114 | 338,988 | (17,256) | $ 540,846 |
Balance (in shares) at Jun. 30, 2016 | 18,912,157 | 18,912,157 | ||
Increase (Decrease) in Shareholders' Equity | ||||
Exercise of stock options | $ 4,498 | $ 4,498 | ||
Exercise of stock options (in shares) | 168,564 | |||
Vesting of restricted shares (in shares) | 338,100 | |||
Shares issued under employee stock purchase program | $ 3,159 | 3,159 | ||
Shares issued under employee stock purchase program (in shares) | 63,864 | |||
Stock compensation expense | $ 26,132 | 26,132 | ||
RSU obligation under business combination | 1,400 | 1,400 | ||
Repurchase of common stock | $ (48,453) | $ (48,453) | ||
Repurchase of common stock (in shares) | (642,277) | (642,277) | ||
Taxes paid related to net share settlement of equity awards | $ (10,084) | $ (10,084) | ||
Taxes paid related to net share settlement of equity awards (in shares) | (150,840) | |||
Equity component of convertible debt | $ 26,763 | 26,763 | ||
Accounting change for stock based compensation | 3,808 | 3,808 | ||
Net income | 21,076 | 21,076 | ||
Other comprehensive income (loss) | 68 | 68 | ||
Balance at Jun. 30, 2017 | $ 222,529 | $ 363,872 | $ (17,188) | $ 569,213 |
Balance (in shares) at Jun. 30, 2017 | 18,689,568 | 18,689,568 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net income | $ 21,076 | $ 26,157 | $ 65,151 |
Adjustments to reconcile net income to net cash provided by operating activities, net of effects from acquisitions: | |||
Depreciation and amortization | 68,235 | 57,922 | 58,976 |
Stock based compensation expense | 26,132 | 20,759 | 22,501 |
Provision for losses on accounts receivable | 2,086 | 2,079 | 340 |
Amortization of debt discount and issuance costs | 2,844 | ||
Deferred income taxes | (24,222) | (13,224) | (5,956) |
Impairment charges | 27,047 | 9,674 | |
Gain on disposition of business | (2,110) | ||
Other | (1,346) | 434 | 3,893 |
Changes in operating assets and liabilities-net of business acquisitions: | |||
Accounts receivable | (44,462) | 36,881 | 7,358 |
Inventories | 30,808 | (37,696) | 249 |
Prepaid expenses and other assets | 5,609 | (1,701) | (8,135) |
Accounts payable | 2,657 | 6,831 | (15,117) |
Advances from customers | (33,552) | (10,955) | (22,051) |
Deferred revenue | (18,736) | (16,538) | (12,128) |
Other accrued expenses and current liabilities | 713 | (21,405) | 10,022 |
Net cash provided by operating activities | 62,779 | 59,218 | 105,103 |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Acquisition of property and equipment | (17,096) | (17,688) | (15,286) |
Acquisition of businesses, net of cash acquired | (191,238) | (19,921) | (13,919) |
Net proceeds from sale of business | 12,793 | ||
Acquisition of intangible and other assets | (5,147) | (5,870) | (6,228) |
Net cash used in investing activities | (200,688) | (43,479) | (35,433) |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Net borrowings (repayments) on bank lines of credit | (22,000) | 125,000 | (24,000) |
Proceeds from long-term debt | 280,541 | 691 | 1,561 |
Payments on long-term debt | (4,077) | (2,917) | (3,247) |
Proceeds from exercise of stock options and employee stock purchase plan | 7,657 | 6,137 | 3,598 |
Repurchase of common shares | (48,453) | (73,368) | (30,744) |
Taxes paid related to net share settlement of equity awards | (10,084) | (13,715) | (7,194) |
Net cash provided by (used in) financing activities | 203,584 | 41,828 | (60,026) |
Effect of exchange rate changes on cash | (395) | (790) | (882) |
Net increase in cash and cash equivalents | 65,280 | 56,777 | 8,762 |
Cash and cash equivalents-beginning of year | 104,370 | 47,593 | 38,831 |
Cash and cash equivalents-end of year | 169,650 | 104,370 | 47,593 |
Supplemental disclosure of cash flow information: | |||
Interest | 5,185 | 2,378 | 2,802 |
Income taxes | $ 25,066 | $ 26,671 | $ 31,266 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jun. 30, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business —OSI Systems, Inc., together with our subsidiaries, is a vertically integrated designer and manufacturer of specialized electronic systems and components for critical applications. We sell our products in diversified markets, including homeland security, healthcare, defense and aerospace. We have three reporting segments: (i) Security, providing security inspection systems, turnkey security screening solutions and related services; (ii) Healthcare, providing patient monitoring, diagnostic cardiology, and anesthesia systems, and related services and (iii) Optoelectronics and Manufacturing, providing specialized electronic components and electronic manufacturing services for the Security and Healthcare divisions as well as to external OEM customers and end users for applications in the defense, aerospace, medical and industrial markets, among others. Through our Security segment, we provide security screening products and related services globally. These products fall into the following categories: baggage and parcel inspection; cargo and vehicle inspection; hold (checked) baggage screening; people screening; radiation detection; and explosive and narcotics trace detection. In addition to these products, we also provide site design, installation, training and technical support services to our customers. We also provide turnkey security screening solutions, which can include the construction, staffing and long-term operation of security screening checkpoints for our customers. Through our Healthcare segment, we design, manufacture, market and service patient monitoring, diagnostic cardiology, and anesthesia delivery and ventilation systems, and related supplies and accessories worldwide. These products are used by care providers in critical care, emergency and perioperative areas within hospitals as well as physicians' offices, medical clinics and ambulatory surgery centers amongst others. Through our Optoelectronics and Manufacturing segment, we design, manufacture and market optoelectronic devices and provide electronics manufacturing services worldwide for use in a broad range of applications, including aerospace and defense electronics, security and inspection systems, medical imaging and diagnostic products, telecommunications, computer peripherals, industrial automation systems, automotive diagnostic systems, and consumer products. This division provides products and services to OEM customers and end users as well as to our Security and Healthcare divisions. Consolidation —The consolidated financial statements include the accounts of OSI Systems, Inc. and our wholly-owned and majority-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Investments in joint ventures over which we have significant influence but do not have voting control are accounted for using the equity method. Investments over which we do not have significant influence are accounted for using the cost method. Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and costs of sales during the reporting period. The most significant of these estimates and assumptions for our company relate to contract revenue, profit and loss recognition, fair values of assets acquired and assumed in business combinations, market values for inventories reported at lower of cost or market, stock-based employee compensation expense, income taxes, accrued product warranty costs, and the recoverability, useful lives and valuation of recorded amounts of long-lived assets, identifiable intangible assets and goodwill. Changes in estimates are reflected in the periods during which they become known. Actual amounts will differ from these estimates and could differ materially. Accounting changes —In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , which simplifies the accounting for income taxes, among other changes, related to stock-based compensation. We adopted this ASU effective April 1, 2017. Upon adoption of this ASU, we recognized all excess tax benefits and tax deficiencies as income tax expense or benefit as a discrete event. An income tax benefit of approximately $2.4 million and $3.8 million cumulative-effect adjustment to retained earnings was recognized in fiscal 2017 as a result of the adoption of ASU 2016-09. Cash Equivalents —We consider all highly liquid investments purchased with maturities of approximately three months or less as of the acquisition date to be cash equivalents. Accounts Receivable —We monitor collections and payments from our customers and we maintain allowances for doubtful accounts for estimated losses resulting from the inability of our customers to make required payments. We also assess current economic trends that might impact the level of credit losses in the future. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances could be required. Components of accounts receivable consisted of (in thousands): June 30, 2016 2017 Accounts receivables $ $ Less allowance for doubtful accounts ) ) ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Inventories —Inventories are generally stated at the lower of cost (first-in, first-out) or market. We write down inventory for slow-moving and obsolete inventory based on assessments of future demands, market conditions and customers who may be experiencing financial difficulties. If these factors are less favorable than those projected, additional inventory write-downs may be required. Property and Equipment —Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are charged while assets are used in service and are computed using the straight-line method over the estimated useful lives of the assets taking into consideration any estimated salvage value. Amortization of leasehold improvements is calculated on the straight-line method over the shorter of the useful life of the asset or the lease term. Leased capital assets are included in property and equipment. Amortization of property and equipment under capital leases is included with depreciation expense. In the event that property and equipment are idle, as a result of excess capacity or the early termination, non-renewal or reduction in scope of a turnkey screening operation, such assets are assessed for impairment on a periodic basis or if any indicators of impairment exist. As more fully described in note 6, during the fourth quarter of fiscal 2017, we determined that certain fixed assets related to our turnkey security screening program in Mexico that are not in use were permanently impaired. Goodwill and Other Intangible Assets and Valuation of Long-Lived Assets —Goodwill represents the excess purchase price over the fair value of the net assets acquired in business combinations. Goodwill is allocated to our segments based on the nature of the product line of the acquired business. The carrying value of goodwill is not amortized, but is annually tested for impairment during our second quarter and more often if there is an indicator of impairment. We assess qualitative factors of each our three reporting units to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The assessments conducted as of December 31, 2016 indicated that it is not more likely than not that the fair values of two of our three reporting units are less than their carrying amounts, including goodwill. Thus, we have determined that it is not necessary to proceed with the two-step goodwill impairment test and that there is no goodwill impairment for these two reporting units. For the third reporting unit, the results of our assessment of qualitative factors were not conclusive, thus, we proceeded with the two-step goodwill impairment test. First, we determined if the carrying amount of this reporting unit exceeds its fair value. The fair value of the reporting unit was calculated using the income approach. Under the income approach, the fair value of the reporting unit was calculated by estimating the present value of associated future cash flows. Upon completion of step one of this test, the analysis indicated that the estimated fair value of the third reporting unit substantially exceeded the carry amounts, plus goodwill, of the reporting unit. We applied a hypothetical 10 percent decrease to the fair value of the reporting unit, which at December 31, 2016, would not have triggered additional impairment testing and analysis. There was no goodwill impairment for this reporting unit. We evaluate long-lived assets with finite lives for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Impairment is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of the assets. If impairment does exist, we measure the impairment loss and record it based on the discounted estimate of future cash flows. In estimating future cash flows, we group assets at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows from other asset groups. Our estimate of future cash flows is based upon, among other things, certain assumptions about expected future operating performance, growth rates and other factors. Income Taxes —Deferred income taxes are provided for temporary differences between the financial statement and income tax basis of our assets and liabilities, based on enacted tax rates. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred income tax assets will not be realized. Income tax accounting standards prescribe a two-step process for the financial statement measurement and recognition of a tax position taken or expected to be taken in a tax return. The first step involves the determination of whether it is more likely than not (greater than 50 percent likelihood) that a tax position will be sustained upon examination, based on the technical merits of the position. The second step requires that any tax position that meets the more-likely-than-not recognition threshold be measured and recognized in the financial statements at the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. See note 9 for additional information. Fair Value of Financial Instruments —Our financial instruments consist primarily of cash, marketable securities, derivative instruments, accounts receivable, accounts payable and debt instruments. The carrying values of financial instruments, other than long-term debt instruments, are representative of their fair values due to their short-term maturities. The carrying values of our long-term debt instruments are considered to approximate their fair values because the interest rates of these instruments are variable or comparable to current rates available to us. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. "Level 1" category includes assets and liabilities at the quoted prices in active markets for identical assets and liabilities. "Level 2" category includes assets and liabilities from observable inputs other than quoted market prices. "Level 3" category includes assets and liabilities whose valuation techniques are unobservable and significant to the fair value measurement. There were no assets where "Level 3" valuation techniques were used. As further discussed in note 10 to the condensed consolidated financial statements, our contingent payment obligations related to acquisitions are valued using "Level 3" valuation techniques. Such obligations are measured at fair value on a recurring basis. The fair values of our financial assets and liabilities as of June 30, 2016 and 2017 are categorized as follows (in thousands): June 30, 2016 June 30, 2017 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Equity securities $ $ — $ — $ $ $ — — $ Insurance company contracts — — — — Interest rate contract — ) — ) — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ $ — $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities—Contingent payment obligations $ — $ — $ $ $ — $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Derivative Instruments and Hedging Activity —Our use of derivatives consists of an interest rate swap agreement. The interest rate swap agreement was entered into to improve the predictability of cash flows from interest payments related to variable, LIBOR-based debt for the duration of the term loan. The interest rate swap matures in October 2019. The interest rate swap is considered an effective cash flow hedge, and, as a result, the net gains or losses on such instrument were reported as a component of Other comprehensive income in the consolidated financial statements and are reclassified as net income when the hedge transaction settles. Revenue Recognition — Product Sales. We recognize revenue from sales of products upon shipment when title and risk of loss passes, and when terms are fixed and collection is probable. In instances where terms of a product sale include subjective customer acceptance criteria, revenue is deferred until we have achieved the acceptance criteria, unless customer acceptance terms are perfunctory or inconsequential. Service Revenue. Revenue from services includes after-market services, installation and implementation of products, and turnkey security screening services. Generally, revenue from services is recognized when the services are performed. Revenues from out-of-warranty service maintenance contracts are recognized ratably over the respective terms of such contracts. Deferred revenue for such services arises from payments received from customers for services not yet performed. Multiple-Deliverable Arrangements. We enter into certain agreements with customers for the all-inclusive sale of capital equipment that contain multiple elements that may include civil works to prepare a site for the installation of equipment, the manufacture and delivery of equipment, the installation and integration of equipment, the training of customer personnel to operate the equipment and the after-market service of the equipment. The timing for each of these deliverables can range from a short amount of time and be completed entirely within a single reporting period to over several reporting periods depending upon the after-market service period. The general timing of revenue recognition for each deliverable may be dependent upon several milestones, including physical delivery of equipment, completion of factory acceptance test, completion of site acceptance test, installation and connectivity of equipment, certification of training of personnel and, in the case of after-market service deliverables, the passage of time as service revenue within a multiple-deliverable arrangement typically is recognized evenly over the post-warranty period of the service deliverable. Multiple-deliverable arrangements require that the arrangement consideration be allocated to each deliverable based on its relative selling price and recognized as revenue when the revenue recognition criteria for each deliverable has been met. The arrangement is separated into more than one unit of accounting if both of the following criteria are met: (i) the delivered item has value to the customer on a stand-alone basis; and (ii) if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item is considered probable and substantially within our control. If these criteria are not met, the arrangement is accounted for as one unit of accounting and the recognition of revenue is deferred until delivery is complete or is recognized ratably over the contract period as appropriate. If these criteria are met, consideration is allocated at inception of the arrangement to all deliverables on the basis of the relative selling price. We have generally met these criteria as all of the deliverables in our multiple-deliverable arrangements have stand-alone value in that either the customer can resell that item or another vendor sells that item separately. We typically do not offer a general right of return in regards to our multiple-deliverable arrangements. The selling price of each deliverable is determined by establishing vendor-specific objective evidence ("VSOE"), third party evidence ("TPE") or best estimate of selling price ("BESP") for each delivered item. Generally, either VSOE or TPE is determinable; however, in the few instances where neither VSOE nor TPE is determinable, we utilize our BESP in order to allocate consideration to those deliverables. BESP for our product deliverables is determined by utilizing a weighted average price approach. BESP for our service deliverables is determined primarily by utilizing a cost plus margin approach, and in some instances uses an average price per hour. We often provide a guarantee to support our performance under multiple-deliverable arrangements; and in the event that customers are permitted to terminate such arrangements, the underlying contract typically requires payment for deliverables and reimbursement of costs incurred through the date of termination. Proportional Performance. In connection with the agreement with the Servicio de Administración Tributaria ("SAT") in Mexico, revenue is recognized based upon proportional performance, measured by the actual number of labor hours incurred divided by the total estimated number of labor hours for the project. The impact of changes in the estimated labor hours to service the agreement is reflected in the period during which the change becomes known. In the SAT agreement, customer billings may be submitted for several separate deliverables, including monthly services, activation of services, training of customer personnel and consultation on the design and location of security scanning operations, among others. In the event that payments received from the customer exceed revenue recognition, deferred revenue is recorded. Concurrent with the revenue recognition, we accrue reserves for estimated product return and warranty costs. Critical judgments made by management related to revenue recognition include the determination of whether or not customer acceptance criteria are perfunctory or inconsequential. The determination of whether or not customer acceptance terms are perfunctory or inconsequential impacts the amount and timing of revenue recognition. Critical judgments also include estimates of warranty reserves, which are established based on historical experience and knowledge of the product under warranty. Freight —We record shipping and handling fees that we charge to our customers as revenue and related costs as cost of goods sold. Research and Development Costs —Research and development costs are those costs related to the development of a new product, process or service, or significant improvement to an existing product, process or service. Such costs are charged to operations as incurred. Stock-Based Compensation —Stock-based compensation cost is measured at the grant date based on the estimated fair value of the award and is recognized as expense over the employee's requisite service period for all stock-based awards granted or modified. Certain restricted awards vest based on the achievement of pre-established performance criteria. The fair value of performance-based awards is estimated at the date of grant based upon the probability that the specified performance criteria will be met, adjusted for estimated forfeitures. Each quarter we update our assessment of the probability that the specified performance criteria will be achieved and adjust the estimate of the fair value of the performance-based awards if necessary. We amortize the fair value of performance-based awards over the requisite service period for each separately vesting tranche of the award. See note 8 to the consolidated financial statements. Impairment, Restructuring and Other Charges —We account for certain charges related to restructuring activities, litigation, acquisition-related costs and other non-routine charges as Impairment, restructuring and other charges in the consolidated financial statements. See note 6 for additional information about these charges. Credit Risk and Concentration —Financial instruments that are potentially subject to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities and accounts receivable. We restrict investments in cash equivalents to financial institutions with high credit standing. Credit risk on accounts receivable is minimized as a result of the large and diverse nature of our company's worldwide customer base. As of June 30, 2016 and 2017, no customer accounted for greater than 10% of accounts receivable. SAT accounted for 12%, 14% and 12% of revenues for the fiscal years ended June 30, 2015, 2016 and 2017, respectively. We perform ongoing credit evaluations of our customers' financial condition and maintain allowances for potential credit losses. Our cash and cash equivalents totaled $104.4 and $169.7 million at June 30, 2016 and 2017, respectively. Of these amounts, approximately 96% and 99% was held by our foreign subsidiaries at June 30, 2016 and 2017, respectively. We rely primarily on one vendor that provides key components to the Optoelectronics and Manufacturing division. While management believes that relying on key vendors improves the efficiency and reliability of business operations, relying on any one vendor for a significant aspect of business can have a significant negative impact on revenue and profitability if that vendor fails to perform at acceptable service levels for any reason, including financial difficulties of the vendor. Foreign Currency Translation and Transactions —We transact business in various foreign currencies. In countries where the functional currency of the underlying operations has been determined to be the local country's currency, revenues and expenses of operations outside the United States are translated into United States dollars using average exchange rates while assets and liabilities of operations outside the United States are translated into United States dollars using period-end exchange rates. The effects of foreign currency translation adjustments are included in stockholders' equity as a component of accumulated other comprehensive income (loss) in the accompanying consolidated balance sheets. Transaction gains and losses, which were included in our consolidated statement of operations, amounted to a gain (loss) of approximately $2.1 million, $(0.8) million and $2.0 million for the fiscal years ended June 30, 2015, 2016 and 2017, respectively. Business Combinations —Under ASC 805, the acquisition method of accounting requires us to record assets acquired and liabilities assumed from an acquisition at their estimated fair values at the date of acquisition. Any excess of the total estimated purchase price over the estimated fair value of the net assets acquired should be recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired customers, acquired technology, trade names, useful lives and discount rates. Management's estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, as additional information becomes available for preliminary estimates, we may record adjustments to the preliminary assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. Earnings per Share —Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income available to common stockholders by the sum of the weighted average number of common and dilutive potential common shares outstanding. Potential common shares consist of the shares issuable upon the exercise of stock options and restricted stock or units awards under the treasury stock method. During the fiscal year ending June 30, 2015, the number of stock options and stock awards excluded from the calculation because they were antidilutive was de minimis. Stock option and stock awards to purchase 0.1 million shares of Common Stock for the fiscal years ending June 30, 2016 and June 30, 2017, respectively, were excluded for the calculation because to do so would have been antidilutive. The following table sets forth the computation of basic and diluted earnings per share for the fiscal years ended June 30 (in thousands, except earnings per share data): 2015 2016 2017 Net income available to common stockholders $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding—basic Dilutive effect of equity awards ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding—diluted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per share $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per share $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Warranty Provision —We offer our customers warranties on many of the products that we sell. These warranties typically provide for repairs and maintenance of the products if problems arise during a specified time period after original shipment. Concurrent with the sale of products, we record a provision for estimated warranty expenses with a corresponding increase in cost of goods sold. We periodically adjust this provision based on historical experience and anticipated expenses. We charge actual expenses of repairs under warranty, including parts and labor, to this provision when incurred. The warranty provision is included in the Other accrued expenses and current liabilities in the consolidated balance sheets, whose activity for each of the three fiscal years ended June 30, 2017 is summarized in the following table (in thousands) Warranty provision as of June 30, 2014 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2015 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2016 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recent Accounting Updates Not Yet Adopted —In May 2014, the Financial Accounting Standards Board ("FASB") issued an accounting standards update ("ASU") amending revenue recognition requirements for multiple-deliverable revenue arrangements. This update provides guidance on how revenue is recognized for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for the goods or services. This determination is made in five steps: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The ASU is effective for fiscal years beginning after December 15, 2017 and for interim reporting periods within such fiscal years. Earlier adoption is permitted only for fiscal years beginning after December 15, 2016, including interim reporting periods within such fiscal years. In May 2016, FASB issued a narrow scope improvement to this ASU, specifically to clarify two aspects—identifying performance obligations and licensing implementation guidance. We are in the process of selecting a transition method and our preliminary evaluation of the impact of this ASU indicates that it will not have a material impact on the timing of revenue recognition. In January 2016, FASB issued an ASU which affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. This guidance retains the current accounting for classifying and measuring investments in debt securities and loans, but requires equity investments to be measured at fair value with subsequent changes recognized in net income, except for those accounted for under the equity method or requiring consolidation. The guidance also changes the accounting for investments without a readily determinable fair value and that do not qualify for the practical expedient permitted by the guidance to estimate fair value. A policy election can be made for these investments whereby estimated fair value may be measured at cost and adjusted in subsequent periods for any impairment or changes in observable prices of identical or similar investments. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within that reporting period. Early application is permitted. We have not yet adopted this ASU and are currently evaluating the impact it may have on our financial condition and results of operations. In February 2016, the FASB issued an ASU which affects the accounting for leases. The guidance requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The amendment also will require qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within that reporting period. Early application is permitted. We have not yet adopted this update and are currently evaluating the impact it may have on our financial condition and results of operations. In August 2016, the FASB issued an ASU to address the diverse classifications being applied to cash receipts and payments in the cash flow statement. This ASU addresses eight specific cash flow issues to reduce diversity in practice. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within such fiscal years. We have not yet adopted this ASU and are currently evaluating the impact it may have on our financial condition and results of operations. Subsequent Events —On July 7, 2017 we completed the acquisition of the global explosive trace detection business from Smiths Group plc. We financed the total estimated purchase price of $80.5 million with a combination of cash on hand and borrowings under our existing revolving bank line of credit. As of the issuance of these consolidated financial statements, we do not have the information available to provide disclosures required by ASC 805 for this acquisition. On July 24, 2017, we entered into a purchase agreement to acquire the facility in Billerica, MA currently leased by our AS&E® subsidiary. The approximate purchase price of $20 million is expected to be financed with a combination of cash on hand, borrowings under our existing revolving bank line of credit and/or other third-party financing. We expect the purchase to be completed during the first quarter of fiscal 2018. |
ACQUISITION ACTIVITY
ACQUISITION ACTIVITY | 12 Months Ended |
Jun. 30, 2017 | |
ACQUISITION ACTIVITY | |
ACQUISITION ACTIVITY | 2. ACQUISITION ACTVITY On September 9, 2016, we acquired by merger 100 percent ownership interest of American Science and Engineering, Inc. ("AS&E®"), a leading provider of detection solutions for advanced cargo, parcel and personnel inspection. AS&E®'s operations are included in our Security division. We financed the total estimated purchase price of $266 million with a combination of cash on hand and borrowings under our existing revolving bank line of credit, as well as the issuance of OSI Systems, Inc. RSUs to replace RSUs previously issued by AS&E®. We have estimated that $1.4 million of the fair value of these replacement RSU awards pertain to the precombination service period, and therefore, this amount has been included in the total estimated purchase price. Immediately following the close of the acquisition, we used $69 million of AS&E®'s existing cash on hand to pay down the revolving bank line of credit. We are in process of finalizing the valuation of certain assets acquired and liabilities assumed. As the amounts recorded for these assets and liabilities are preliminary in nature, they are subject to adjustment as additional information is obtained about the facts and circumstances that existed at the acquisition date. The final determination of fair values of certain reserves, other accrued expenses, deferred revenue, intangible assets, goodwill and deferred income taxes will be completed within the measurement period of up to one year from the acquisition date as permitted under GAAP, which expires during the first quarter of fiscal 2018. Any potential adjustments made could be material in relation to these preliminary values. The following is a preliminary estimate of the assets acquired and the liabilities assumed by us in the acquisition, reconciled to total estimated purchase consideration (in thousands): Cash and cash equivalents $ Accounts receivable Inventories Other current assets Property and equipment Intangible assets Other long-term assets Accounts payable ) Accrued payroll and related expenses ) Deferred revenues—current ) Advances from customers ) Other accrued expenses and current liabilities ) Deferred revenues—long term ) Deferred income tax liability ) Other long-term liabilities ) ​ ​ ​ ​ ​ Net assets acquired Goodwill ​ ​ ​ ​ ​ Total consideration $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The goodwill is largely attributable to expected synergies between us and AS&E® and the assembled workforce of AS&E®. Intangible assets are recorded at estimated fair value, as determined by management based on available information, which includes a preliminary valuation prepared by an independent third party. The fair value attributed to the intangible assets acquired was based on preliminary estimates, assumptions and other information compiled by management, including independent valuations that utilized established valuation techniques. The value attributed to goodwill and intangible assets is not deductible for income tax purposes. The following table summarizes the fair value of acquired identifiable intangible assets as of the acquisition date (amounts in thousands): Weighted Gross Amortizable assets: Developed technology 10 years $ Customer relationships/backlog 7 years ​ ​ ​ ​ ​ ​ ​ Total amortizable assets Non-amortizable assets: Trademarks and trade names In-process research and development ("IPR&D") ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The condensed consolidated statements of operations include $94.0 million of revenue and $8.7 million of pre-tax income from AS&E® for the period from September 10, 2016 to June 30, 2017. The following unaudited pro forma results of operations are prepared for comparative purposes only and do not necessarily reflect the results that would have occurred had the acquisition occurred at the beginning of the earliest period presented or the results which may occur in the future. The following unaudited pro forma results of operations assume the AS&E® acquisition had occurred on July 1, 2015 (in thousands): 2015 2016 2017 Revenues $ $ $ Income before taxes $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Significant pro forma adjustments incorporated into the unaudited pro forma results above include the recognition of additional amortization expense related to acquired intangible assets and additional interest expense related to debt incurred to finance the acquisition. In addition, significant non-recurring adjustments include the elimination and shift to the comparable periods in the prior year of non-recurring acquisition-related expenses and employee termination costs related to the integration of AS&E® into the operations of our Security division. Total eliminations for these items during fiscal year ending 2016 and 2017, were $28.6 million and $13.9 million, respectively, and these have been added to the comparable periods in the prior year. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Jun. 30, 2017 | |
INVENTORIES | |
INVENTORIES | 3. INVENTORIES Inventory consisted of the following (in thousands): June 30, 2016 2017 Raw materials $ $ Work-in-process Finished goods ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Jun. 30, 2017 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | 4. PROPERTY AND EQUIPMENT Property and equipment consisted of the following (in thousands): June 30, Estimated 2016 2017 Land N/A $ $ Buildings, civil works and improvements 5-40 years Leasehold improvements 1-13 years Equipment and tooling 3-10 years Furniture and fixtures 3-13 years Computer equipment 3-5 years Computer software 3-10 years Computer software implementation in process N/A — Construction in process N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Less accumulated depreciation and amortization ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property and equipment, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ During fiscal 2015, 2016 and 2017, depreciation expense was approximately $55.4 million, $52.2 million and $56.0 million, respectvely. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Jun. 30, 2017 | |
GOODWILL AND INTANGIBLE ASSETS | |
GOODWILL AND INTANGIBLE ASSETS | 5. GOODWILL AND INTANGIBLE ASSETS The changes in the carrying amount of goodwill for fiscal 2016 and 2017 are as follows (in thousands): Security Healthcare Optoelectronics Consolidated Balance as of June 30, 2015 $ $ $ $ Goodwill acquired or adjusted during the period — Foreign currency translation adjustment ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of June 30, 2016 $ $ $ $ Goodwill acquired or adjusted during the period — — Goodwill reduced as part of a divestiture — ) — ) Foreign currency translation adjustment ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of June 30, 2017 $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Intangible assets subject to amortization consisted of the following (in thousands): June 30, 2016 June 30, 2017 Weighted Gross Accumulated Intangibles Gross Accumulated Intangibles Amortizable assets: Software development costs 9 years $ $ $ $ $ $ Patents 20 years Developed technology 10 years Customer relationships/backlog 7 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total amortizable assets Non-amortizable assets: Trademarks — — IPR&D — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amortization expense for fiscal 2015, 2016 and 2017 was $3.6 million, $5.7 million and $12.3 million, respectively. Future acquisitions could cause these amounts to increase. At June 30, 2017, estimated future amortization expense was as follows (in thousands): 2018 $ 2019 2020 2021 2022 2023 and thereafter, including assets that have not yet begun to be amortized ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Software development costs for software products incurred before establishing technological feasibility are charged to operations. Software development costs incurred after establishing technological feasibility are capitalized on a product by product basis until the product is available for general release to customers at which time amortization begins. Annual amortization, charged to cost of goods sold, is the amount computed using the ratio that current revenues for a product bear to the total current and anticipated future revenues for that product. In the event that future revenues are not estimable, such costs are amortized on a straight line basis over the remaining estimated economic life of the product. Amortizable assets that have not yet begun to be amortized are included in thereafter in the table above. During fiscal 2015, 2016 and 2017, we capitalized software development costs in the amount of $3.0 million, $2.7 million and $2.3 million, respectively. |
IMPAIRMENT, RESTRUCTURING AND O
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES | 12 Months Ended |
Jun. 30, 2017 | |
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES | |
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES | 6. IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES Impairment During fiscal 2017, we determined that certain idle assets related to our turnkey screening program in Mexico were permanently impaired. These costs included costs related to civil works for five sites that were relocated during the fourth quarter of fiscal 2017, whereby these civil works were determined to have no value; and civil works and equipment for other sites that were partially completed prior to the customer informing us that these sites would not be needed. The carrying value of these assets when they were impaired was $17.5 million. Also, during the year, two product lines in our Security division were abandoned, one of which was determined to be redundant with a similar product acquired as part of our acquisition of AS&E®. As a result, $9.4 million of assets, including inventory and the intangible assets and fixed assets related to these products lines, were determined to be permanently impaired. During fiscal 2016, $9.7 million of impairment charges were incurred as we determined that certain assets would not be used and are permanently impaired, and that it was more likely than not that a minority interest investment will not be recovered. Restructuring and Other Charges We endeavor to align our global capacity and infrastructure with demand by our customers as well as fully integrate acquisitions, thereby improving operational efficiency. The significant initiatives undertaken by us are further discussed below and a summary of all such activity is included in the succeeding tables. Acquisition and integration of AS&E®. In conjunction with the acquisition of AS&E®, beginning in fiscal 2016 we incurred financing costs and professional fees to complete the acquisition and employee separation costs and other costs related to the integration of AS&E® into our Security division. Such costs totaled approximately $14.7 million through June 30, 2017, including $8.0 million for the elimination of 58 employee positions. During the year ended June 30, 2017, we incurred $12.4 million of costs for these activities. The integration of AS&E®, which included the merger of manufacturing facilities, employee terminations and streamlining of processes, was substantially completed during fiscal 2017. Facility consolidation / employee termination. During fiscal 2017, our Healthcare division consolidated one of our research and development and manufacturing facilities. As of result of this initiative, total costs incurred were $2.0 million to terminate 99 positions and complete other consolidation activities. The following table summarizes restructuring and other charges for the periods set forth below (in thousands): 2015 Security Healthcare Optoelectronics Corporate Total Employee termination costs $ $ $ $ — $ Facility closures/consolidation — — Charges related to contract settlement — — — Legal settlement and related cost — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expensed $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016 Security Healthcare Optoelectronics Corporate Total Acquisition-related costs $ — $ — $ $ $ Employee termination costs — Facility closures/consolidation — — Legal settlement and related costs — — Other charges — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expensed $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2017 Security Healthcare Optoelectronics Corporate Total Acquisition-related costs $ $ — $ — $ $ Employee termination costs — Facility closures/consolidation — Other charges (reversals) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expensed $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The changes in the accrual for restructuring and other charges for the year ended June 30, 2017 were as follows (in thousands): Acquisition- Employee Facility Other Total Balance as of June 30, 2016 $ — $ $ $ — $ Restructuring and other charges Payments and other adjustments ) ) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of June 30, 2017 $ — $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following table summarizes the impairment, restructuring and other charges for fiscal 2015, 2016 and 2017 (in thousands): 2015 2016 2017 Impairment of assets $ — $ $ Impairment of minority interest investment — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total impairment charges — Debt restructuring — — Facility closure / consolidations Employee termination costs Charges related to government contract issues — Legal settlements and related costs — Acquisition-related costs — Other — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total impairment, restructuring and other charges $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
LINE-OF-CREDIT BORROWINGS AND D
LINE-OF-CREDIT BORROWINGS AND DEBT | 12 Months Ended |
Jun. 30, 2017 | |
LINE-OF-CREDIT BORROWINGS AND DEBT | |
LINE-OF-CREDIT BORROWINGS AND DEBT | 7. LINE-OF-CREDIT BORROWINGS AND DEBT Revolving Credit Facility In December 2016, we entered into an amendment to our revolving credit facility, which, among other things, increased the aggregate committed amount available to us from $450 million to $525 million and extended the maturity date to December 2021. The credit facility includes a $300 million sub-limit for letters of credit. Under certain circumstances, we have the ability to increase the facility by the greater of $250 million or such amount as would not cause our secured leverage ratio to exceed a specified level. Borrowings under this facility bear interest at LIBOR plus a margin of 1.5% as of June 30, 2017, but this margin can range from 1.25% to 2.0% based on our consolidated net leverage ratio as defined in the credit facility. Letters of credit reduce the amount available to borrow by their face value. The unused portion of the facility bears a commitment fee of 0.20% as of June 30, 2017, but this fee can range from 0.20% to 0.30% based on our consolidated net leverage ratio as defined in the credit facility. Our borrowings under the credit agreement are guaranteed by certain of our U.S.-based subsidiaries and are secured by substantially all of our and certain subsidiaries' assets. The agreement contains various representations and warranties, affirmative, negative and financial covenants and conditions of default customary for financing agreements of this type. As of June 30, 2017, there was $103.0 million of borrowings outstanding under the revolving credit facility and $18.3 million outstanding under the letters-of-credit sub-facility. Available borrowing under the credit facility as of June 30, 2017 was $403.7 million. Under the terms of the revolving credit facility, loans may be borrowed, repaid and re-borrowed during the term. Although the principal amount of each revolving loan is due and payable in full on the maturity date, we have the right to repay each revolving loan in whole or in part from time to time without penalty. It is our practice to routinely borrow and repay several times per year under this revolving facility as part of the overall treasury function. Therefore, borrowings under the credit facility are classified in current liabilities. As of June 30, 2017, we are in compliance with all covenants under this credit facility. 1.25% Convertible Senior Notes Due 2022 In February 2017, we issued $287.5 million of 1.25% convertible senior notes due 2022 (the "Notes") in a private offering. The Notes are governed by an indenture dated February 22, 2017. The maturity for the payment of principal is September 1, 2022. The Notes bear interest at the rate of 1.25% and are payable in cash semiannually in arrears on each March 1 and September 1, commencing on September 1, 2017. The Notes are senior unsecured obligations and rank senior in right of payment to any of our indebtedness that is expressly subordinated in right of payment to the Notes; equal in right of payment to any of our unsecured indebtedness that is not so subordinated; effectively junior in right of payment to any of our secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness and other liabilities (including trade payables) of OSI Systems, Inc. and our subsidiaries, as well as any of the existing and future indebtedness that may be guaranteed by our subsidiaries to the extent of such guarantee, including the guarantees of certain of our subsidiaries under our existing revolving credit facility. The proceeds from the issuance of the Notes, after deducting offering expenses and underwriting discounts, were used to repurchase $35 million of our Common Stock from purchasers of the Notes in this offering in privately negotiated transactions concurrently with this offering. The remaining net proceeds from the issuance of the Notes of $245 million were used to repay a portion of the amount outstanding under our revolving credit facility. The Notes are convertible prior to March 1, 2022 only upon specified events and during specified periods and, thereafter, at any time, in each case at an initial conversion rate of 9.3056 per $1,000 principal amount of the Notes, which is equal to an initial conversion price of approximately $107.46 per share or a 38.5% premium to our stock price at the time of the issuance. The conversion rate is subject to adjustment upon certain events. Upon conversion, the Notes may be settled, at our election, in shares of our Common Stock, cash or a combination of cash and shares of Common Stock. We have initially elected a combination settlement method to satisfy the conversion obligation, which allows us to settle the principal amount of the Notes in cash and to settle the excess conversion value, if any, in shares, as well as cash in lieu of fractional shares. We may not redeem the Notes prior to March 6, 2020. Thereafter, we may redeem the Notes if the last reported sale price of our Common Stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any 30 consecutive trading day period. If we undergo a fundamental change, as defined in the indenture for the Notes, subject to certain conditions, holders of the Notes may require us to repurchase all or part of the Notes for cash at a price equal to 100% of the principal amount of the Notes to be repurchased, plus any accrued and unpaid interest to, but excluding, the fundamental change repurchase date. The occurrence of a fundamental change will also result in the Notes becoming immediately convertible. Pursuant to ASC 470-20, we allocated the $287.5 million gross proceeds of the Notes between liability and equity components. The initial $242.4 million liability component was determined based on the fair value of similar debt instruments excluding the conversion feature for similar terms and priced on the same day the Notes were issued. The initial $45.1 million equity component represents the debt discount and was calculated as the difference between the fair value of the debt and the gross proceeds of the Notes. Issuance costs of $7.7 million were allocated between debt ($6.5 million) and equity ($1.2 million) components with the portion allocated to the debt presented as an offset against long term debt in the consolidated balance sheet and is amortized as interest expense over the life of the Notes using the effective interest method. The total interest expense recognized for year ended June 30, 2017 was $4.1 million, which consists of $1.2 million of contractual interest expense, $2.5 million of amortization of the debt discount and $0.4 million of amortization of debt issuance costs. As of June 30, 2017, the unamortized debt discount was $42.6 million and is being amortized over the remaining contractual term to maturity of the Notes using an effective interest rate of 4.50%. The unamortized debt issuance cost of $6.1 million as of June 30, 2017 is amortized on a straight-line basis, which approximates the effective interest method, over the life of the Notes. Based upon a June 30, 2017 stock price of $75.15 per share, the "if-converted" value of the Notes did not exceed the principal amount. Other Borrowings Several of our foreign subsidiaries maintain bank lines-of-credit, denominated in local currencies and U.S. dollars, primarily for the issuance of letters-of-credit. As of June 30, 2017, $46.3 million was outstanding under these letter-of-credit facilities. As of June 30, 2017, the total amount available under these credit facilities was $26.5 million. In September 2012, we entered into a seven year term loan agreement for $11.1 million to fund the acquisition of land and a building in the state of Washington. The loan, which bears interest at LIBOR plus 1.25%, is payable on a monthly basis over seven years. Concurrent with entering into the floating rate loan, we entered into an interest rate swap agreement that effectively locks the interest rate of the loan to 2.2% per annum for the term of the loan. Long-term debt consisted of the following at June 30 (in thousands): 2016 2017 1.25% convertible notes due 2022: Principal amount $ — $ Unamortized discount — ) Unamortized debt issuance costs — ) ​ ​ ​ ​ ​ ​ ​ ​ — Term loans Other long-term debt ​ ​ ​ ​ ​ ​ ​ ​ Less current portion of long-term debt ) ) ​ ​ ​ ​ ​ ​ ​ ​ Long-term portion of debt $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Fiscal year principal payments of long-term debt as of June 30, 2017 are as follows (in thousands): 2018 $ 2019 2020 2021 2022 2023 and thereafter ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Jun. 30, 2016 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | 8. STOCK-BASED COMPENSATION As of June 30, 2017, we maintained two share-based employee compensation plans: the 2012 Incentive Award Plan ("2012 Plan") and the Amended and Restated 2006 Equity Participation Plan ("2006 Plan"). Upon stockholder approval of the 2012 Plan, we ceased to make grants under the 2006 Plan. In addition, pursuant to the acquisition of AS&E®, we assumed two share-based employee compensation plans: the AS&E® 2005 Equity and Incentive Plan ("2005 AS&E® Plan") and the AS&E® 2014 Equity and Incentive Plan ("2014 AS&E® Plan"). No new RSU grants will be made under the 2005 AS&E® Plan or the 2014 AS&E® Plan. The 2012 Plan, the 2006 Plan, the 2005 AS&E® Plan and the 2014 AS&E® Plan are collectively referred to as the "OSI Plans". We recorded stock-based-compensation expense in the consolidated statement of operations as follows (in thousands): 2015 2016 2017 Cost of goods sold $ $ $ Selling, general and administrative Research and development Restructuring — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stock based compensation expense Less: Related income tax benefit ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stock based compensation expense, net $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of June 30, 2017, total unrecognized compensation cost related to share-based compensation grants were estimated at $0.6 million for stock options and $14.4 million for restricted stock and RSUs under the OSI Plans. We expect to recognize these costs over a weighted-average period of 1.5 years with respect to the stock options and 2.0 years for grants of restricted stock and RSUs. Employee Stock Purchase Plan —We have an employee stock purchase plan under which eligible employees may purchase a limited number of shares of Common Stock at a discount of up to 15% of the market value of such stock at pre-determined, plan-defined dates. During the three years ended June 30, 2015, 2016 and 2017, employees purchased 65,706, 60,375 and 71,314 shares, respectively. As of June 30, 2017, there were 821,805 shares of our Common Stock available for issuance under the plan. OSI Plans In September 2012, our Board of Directors approved the 2012 Plan, and in December 2012, our stockholders adopted the 2012 Plan. The 2012 Plan serves as the successor to the 2006 Plan. No new awards will be issued under the 2006 Plan as of the date of stockholder approval of the 2012 Plan. Outstanding awards under the 2006 Plan continue to be subject to the terms and conditions of the 2006 Plan. Under the 2012 Plan, we are authorized to grant awards in the form of incentive options, nonqualified options, restricted stock awards, stock appreciation rights, RSUs, performance shares and stock bonuses, amongst other forms of equity, to qualified employees, directors and consultants. Under the OSI Plans, the exercise price of nonqualified options and incentive stock options may not be less than the fair market value of our Common Stock on the date of grant. The exercise price of nonqualified options and incentive stock options granted to individuals who own more than 10% of our voting stock may not be less than 110% of the fair market value of our Common Stock on the date of grant. Stock options granted under the OSI Plans typically vest over three years based on continued service. Restricted stock and RSUs typically vest over three to four years based on continued service. Certain restricted stock awards granted to senior management vest based on the achievement of pre-established performance criteria. Stock Option Fair Value Estimation Assumptions. We estimate the fair value of our stock options at the date of grant using the Black-Scholes option-pricing valuation model. Our valuation model is affected by our stock price as well as weighted average assumptions for a number of subjective variables described below. Expected Dividend. Expected dividend is based on historical patterns and our anticipated dividend payments over the expected holding period. Risk-Free Interest Rate. The risk-free interest rate for stock options is based on U.S. Treasuries for a maturity matching the expected holding period. Expected Volatility. Expected volatility is based on our historical share price volatility matching the expected holding period. No single method of estimating volatility is proper under all circumstances and to the extent that a company can derive implied volatility based on the trading of its financial instruments on a public market, it may be appropriate to use both implied and historical volatility in its assumptions. We have certain financial instruments that are publicly traded from which we can derive the implied volatility. Therefore, we use implied and historical volatility for valuing our stock options. We believe that implied and historical volatility is a better indicator of expected volatility because it is generally reflective of both historical volatility and expectations of how future volatility will differ from historical volatility. Expected Holding Period. We use historical stock option exercise data to estimate the expected holding period. Changes in assumptions can materially impact the estimated fair value of stock options. The weighted average assumptions used in the valuation model are presented in the table below. 2015 2016 2017 Expected dividend — — — Risk-free interest rate % % % Expected volatility % % % Expected holding period (in years) The following summarizes stock option activity for fiscal years 2015, 2016 and 2017: Number of Weighted- Weighted-Average Aggregate Outstanding at June 30, 2014 Granted Exercised ) Expired or forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at June 30, 2015 Granted Exercised ) Expired or forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at June 30, 2016 Granted Exercised ) Expired or forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at June 30, 2017 $ 3.3 years $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exercisable at June 30, 2017 $ 2.9 years $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The per-share weighted-average grant-date fair value of stock options granted under the OSI Plans was $19.26, $20.66 and $22.19 for fiscal 2015, 2016 and 2017, respectively. The total intrinsic value of options exercised during fiscal 2017 was $8,165,000. Restricted Stock Awards and Restricted Stock Units —A summary of restricted stock award and RSU activity for the periods indicated was as follows: Shares Weighted- Nonvested at June 30, 2014 $ Granted Vested ) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at June 30, 2015 $ Granted Vested ) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at June 30, 2016 $ Granted Vested ) Net replacement RSUs (1) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Pursuant to the acquisition of AS&E®, we assumed unvested RSUs originally granted by AS&E® and converted them into RSUs for our Common Stock. The per-share weighted average grant-date fair value of restricted stock and RSUs granted under the OSI Plans was $64.68, $72.90 and $64.55 for fiscal 2015, 2016 and 2017, respectively. The total fair value of shares vested during fiscal 2015, 2016 and 2017 was $11.2 million, $27.3 million and $23.2 million, respectively. As of June 30, 2017, there were approximately 1.3 million shares available for grant under the 2012 Plan. Under the terms of the 2012 Plan, RSUs and restricted stock granted from the pool of shares available for grant reduce the pool by 1.87 shares for each award granted. RSUs and restricted stock forfeited and returned to the pool of shares available for grant increase the pool by 1.87 shares for each award forfeited. We granted 151,469, 139,300 and 156,836 performance-based awards during fiscal 2015, 2016 and 2017, respectively. These performance-based restricted stock and RSU awards are contingent on the achievement of certain performance metrics. The payout can range from zero to 250% of the original number of shares or units awarded. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jun. 30, 2017 | |
INCOME TAXES | |
INCOME TAXES | 9. INCOME TAXES The following is a geographical breakdown of income before the provision for income taxes (in thousands): 2015 2016 2017 Pre-tax income (loss): United States $ ) $ ) $ ) Foreign ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total pre-tax income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Our provision (benefit) for income taxes consists of the following (in thousands): 2015 2016 2017 Current: Federal $ $ ) $ State Foreign ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total current provision Deferred: Federal $ ) $ ) $ ) State ) ) Foreign ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total deferred benefit ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total provision $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of June 30, 2016 and 2017, our liability for uncertain tax positions was $4.9 million and $6.0 million, respectively. The $6.0 million represents the amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate. We recognize potential interest and penalties related to income tax matters in income tax expense. As of June 30, 2017, we had accrued $0.8 million for interest and penalties. Our uncertain tax positions are related to tax years that remain subject to examination by the relevant tax authorities. These include fiscal years after 2012 for federal purposes, fiscal years after 2011 for state purposes and fiscal years after 2006 for various foreign jurisdictions. Facts and circumstances could arise that could cause us to reduce the liability for unrecognized tax benefits, including, but not limited to, settlement of income tax positions or expiration of statutes of limitation. Since the ultimate resolution of uncertain tax positions depends on many factors and assumptions, we are not able to estimate the range of potential changes in the liability for unrecognized tax benefits or the timing of such changes. A summary of activity of unrecognized tax benefits for fiscal 2015, 2016 and 2017 is as follows (in thousands). Balance as July 1, 2015 $ Additions on tax positions for the current year Additions on tax positions from prior years Reduction in tax position from prior year ) ​ ​ ​ ​ ​ Balance at June 30, 2016 $ Additions on tax positions for the current year Additions on tax positions from prior years Reduction in tax position from prior year ) ​ ​ ​ ​ ​ Balance at June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ We do not provide for U.S. income taxes on the undistributed earnings of our foreign subsidiaries as it is our intention to utilize those earnings in the foreign operations for an indefinite period of time. At June 30, 2017, undistributed earnings of the foreign subsidiaries amounted to approximately $628 million. The amount of unrecognized deferred tax liability related to these temporary differences is estimated to be approximately $220 million. The amount of tax payable could be significantly impacted by the source location and amount of the distribution, the underlying tax rate already paid on the earnings, foreign withholding taxes and the opportunity to use foreign tax credits. Deferred income tax assets (liabilities) consisted of the following (in thousands): June 30, 2016 2017 Deferred income tax assets: Tax credit carryforwards $ $ Net operating loss carryforwards Customer advances Allowance for doubtful accounts Inventory reserve Inventory capitalization Accrued liabilities Stock & deferred compensation Other assets ​ ​ ​ ​ ​ ​ ​ ​ Total deferred income tax assets Valuation allowance ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net deferred income tax assets ​ ​ ​ ​ ​ ​ ​ ​ Deferred income tax liabilities: Depreciation ) ) State income taxes ) ) Amortization of intangible assets ) ) Convertible Debt — ) Prepaid expenses ) ) Other liabilities ) ) ​ ​ ​ ​ ​ ​ ​ ​ Total deferred income tax liabilities ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net deferred tax asset $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The components of the net deferred income tax asset are classified in the consolidated balance sheets as follows (in thousands): 2016 2017 Long term deferred income tax asset, included in other assets Long term deferred income tax liability ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net deferred income tax asset $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The components of current taxes receivable and payable and prepaid taxes are classified in the consolidated balance sheets as follows (in thousands): 2016 2017 Current taxes receivable and prepaid taxes, included in prepaid expenses and other current assets $ $ Current taxes payable ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net tax receivable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ As of June 30, 2017, we had federal, state, and foreign net operating loss carryforwards of approximately $81.4 million, $61.4 million and $21.5 million, respectively. As of June 30, 2017, we had federal and state research and development tax credit carryforwards of approximately $10.6 million and $5.4 million, respectively. As of June 30, 2017, we had foreign tax credit carryforwards of $7.8 million. Our credit carryforwards will begin to expire in the tax year ending June 30, 2019. We have established valuation allowances that relate to the net operating loss of certain subsidiaries and R&D credits. During the year ended June 30, 2017, we recorded a net aggregated increase of $5.5 million to these valuation allowances. We review the adequacy of individual valuation allowances and release such allowances when it is determined that it is more likely than not that the related benefits will be realized. In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for income taxes, among other changes, related to stock-based compensation. We adopted this ASU effective April 1, 2017. We recognized all excess tax benefits and tax deficiencies as income tax expense or benefit in the current year. An income tax benefit of approximately $2.4 million was recognized in fiscal 2017 as a result of the adoption of ASU 2016-09. In addition, we recognized $3.8 million of deferred tax assets and, accordingly, increased retained earnings by this same amount. The consolidated effective income tax rate differs from the federal statutory income tax rate due primarily to the following: June 30, 2015 2016 2017 Provision for income taxes at federal statutory rate % % % UK Patent Box benefit ) — — Research and development tax credits ) ) ) Foreign income subject to tax at other than federal statutory rate ) ) ) Stock compensations excess tax benefit — — ) Change in valuation allowance ) Unrecognized tax benefit ) ) Meals and entertainment Tax on foreign currency gains and losses — Transaction costs — State tax expense ) ) ) U.S. tax on foreign earnings Fringe benefits Non-taxable gain from sale of business — — ) Non-taxable earnings from acquisitions ) ) ) Mexico imputed income or expense ) ) ) Other ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective income tax rate % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The provision for income taxes consists of provisions for federal, state, and foreign income taxes. We operate in an international environment with significant operations in various locations outside the U.S. Accordingly, the consolidated income tax rate is a composite rate reflecting the earnings in the various locations and the applicable rates. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jun. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 10. COMMITMENTS AND CONTINGENCIES The following is a summary of commitments as of June 30, 2017 (in thousands): Payments Due by Period Total Less than 1-3 years 3-5 years After Total debt $ $ $ $ $ Operating leases Purchase obligations — Acquisition-related obligations — Defined benefit plan obligation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total contractual obligations $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Commercial Commitments—letters of credit $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Operating Leases —We lease facilities and certain equipment under various operating lease agreements. Certain leases provide for periodic rent increases and may contain escalation clauses and renewal options. Rent expense totaled $10.0 million, $9.0 million and $10.2 million for fiscal years 2015, 2016 and 2017, respectively. Contingent Acquisition Obligations —Under the terms and conditions of the purchase agreements associated with certain acquisitions, we may be obligated to make additional payments based on the achievement of certain sales or profitability milestones by the acquired operations. The maximum amount of such future payments under arrangements with contingent consideration caps is $18.2 million as of June 30, 2017. In addition, one of the purchase agreements we entered into requires royalty payments through 2022 based on the license of, or sales of products containing, the technology of CXR Limited, a company acquired in 2004. For acquisitions that occurred through the end of fiscal year 2009, we account for such contingent payments as an addition to the purchase price of the acquired business. For acquisitions after fiscal 2009, pursuant to the adoption Financial Accounting Standard 141R, which was codified into ASC 805, the estimated fair value of these obligations is recorded as a liability at the time of the acquisition with subsequent revisions recorded in Selling, general and administrative expense in the consolidated financial statements. The estimated fair value measurements of contingent earn-out obligations are primarily based on unobservable inputs, which may include projected revenues, gross margins, operating income, estimated probability of achieving and the estimated probability of earn-out payments being made. These projections and probabilities are used to estimate future contingent earnout payments, which are discounted back to present value to compute the contingent earnout liability. The following table reconciles the contingent earnout liabilities, which are included in Other accrued expenses and current liabilities, and Other long-term liabilities in the accompanying consolidated balance sheets, from June 30, 2016 to June 30, 2017: Beginning fair value, June 30, 2016 $ Remeasurement of fair value for contingent earn-out obligations ) Payments on contingent earn-out obligations ) ​ ​ ​ ​ ​ Ending fair value, June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Advances from Customers —We receive advances from customers associated with certain projects. In fiscal 2012, we entered into an agreement with the Mexican government to provide a turnkey security screening solution at various locations throughout the country. Associated with the agreement, we were provided an advance totaling $100 million. We were obligated to provide a guarantee until the advance had been amortized. As of June 30, 2017, this advance has been fully amortized. Environmental Contingencies —We are subject to various environmental laws. Our practice is to conduct appropriate environmental investigations at our manufacturing facilities in North America, Asia-Pacific, and Europe, and, to the extent practicable, on all new properties in order to identify, as of the date of such investigation, potential areas of environmental concern related to past and present activities or from nearby operations. In certain cases, we have conducted further environmental assessments consisting of soil and groundwater testing and other investigations deemed appropriate by independent environmental consultants. We continue to investigate contamination of the soil and groundwater beneath the Hawthorne, California facility that resulted from unspecified on- and off-site releases occurring prior to our occupancy. We believe the releases are of a historical nature and not uncommon to the region in general. We continue to take voluntary actions, in cooperation with the local governing agency, to fully investigate the site in order to develop appropriate remedial actions. We have not accrued for loss contingencies relating to the Hawthorne facility or any other environmental matters because we believe that, although unfavorable outcomes may be possible, they are not considered by our management to be probable and reasonably estimable. If one or more of these environmental matters are resolved in a manner adverse to us, the impact on our business, financial condition, results of operations and cash flow could be material. Indemnifications —In the normal course of business, we have agreed to indemnify certain parties with respect to certain matters. We have agreed to hold certain parties harmless against losses arising from a breach of representations, warranties or covenants, or intellectual property infringement or other claims made by third parties. These agreements may limit the time within which an indemnification claim can be made and the amount of the claim. In addition, we have entered into indemnification agreements with our directors and certain of our officers. It is not possible to determine the maximum potential amount under these indemnification agreements due to the limited history of prior indemnification claims and the unique facts and circumstances involved in each particular agreement. We have not recorded any liability for costs related to contingent indemnification obligations as of June 30, 2017. Legal Proceedings —Our recently acquired subsidiary, AS&E®, has been the subject of an investigation by the Office of the Inspector General of the U.S. General Services Administration ("GSA"). The investigation relates to AS&E®'s discount practices and compliance with the pricing provisions of AS&E®'s GSA Schedule contract. The investigation could lead to claims or findings of violations of the False Claims Act in connection with AS&E®'s GSA contracting activity. Violations of the False Claims Act could result in the imposition of damages (up to treble damages) plus civil penalties in some cases, and we expect to incur legal costs in connection with the investigation. We and AS&E® continue to cooperate with the GSA investigation and management believes that an appropriate accrual for this uncertainty has been provided in the accompanying condensed consolidated financial statements. We are involved in various other claims and legal proceedings arising in the ordinary course of business. In our opinion after consultation with legal counsel, the ultimate disposition of such proceedings is not likely to have a material adverse effect on our business, financial condition, results of operations or cash flows. We have not accrued for loss contingencies relating to such matters because we believe that, although unfavorable outcomes in the proceedings may be possible, they are not considered by management to be probable and reasonably estimable. If one or more of these matters are resolved in a manner adverse to our company, the impact on our business, financial condition, results of operations and cash flow could be material. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Jun. 30, 2017 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | 11. STOCKHOLDERS' EQUITY Stock Repurchase Program Our Board of Directors has an authorized Common Stock repurchase program. During fiscal 2015, 2016 and 2017, we repurchased 454,635 shares, 1,201,402 shares and 642,277shares, respectively, under this program. As of June 30, 2017, 872,481 shares were available for additional repurchase under the program. Upon repurchase, the shares were restored to the status of authorized but unissued shares in the accompanying consolidated financial statements. |
RELATED-PARTY TRANSACTIONS
RELATED-PARTY TRANSACTIONS | 12 Months Ended |
Jun. 30, 2017 | |
RELATED-PARTY TRANSACTIONS | |
RELATED-PARTY TRANSACTIONS | 12. RELATED-PARTY TRANSACTIONS In 1994, we, together with an unrelated company, formed ECIL- Rapiscan Security Products Limited, a joint venture organized under the laws of India. We own a 36% interest in the joint venture, our Chairman and Chief Executive Officer owns a 10.5% interest, and our Executive Vice President and President of OSI Solutions Business and Director owns a 4.5% ownership interest. Our initial investment was approximately $0.1 million. For each of the years ended June 30, 2015, 2016 and 2017, our equity earnings in the joint venture were less than $0.1 million. We, our Chairman and Chief Executive Officer and our Executive Vice President and President of OSI Solutions Business and Director collectively control less than 50% of the board of directors voting power in the joint venture. As a result, we account for the investment under the equity method of accounting. The joint venture was formed for the purpose of the manufacture, assembly, service and testing of security and inspection systems and other products. Some of our subsidiaries are suppliers to the joint venture partner, which in turn manufactures and sells the resulting products. Sales to the joint venture partner for fiscal 2015, 2016 and 2017 were approximately $7.3 million, $9.1 million and $10.2 million, respectively. Receivables from the joint venture were $3.6 million and $4.0 million as of June 30, 2016 and 2017, respectively. We have contracted with entities owned by our Chief Executive Officer and/or his family members to provide warehousing and consulting services. Such expenses for 2016 and 2017 were approximately $34,000 and $18,000, respectively; there were no expenses during 2015. |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 12 Months Ended |
Jun. 30, 2017 | |
EMPLOYEE BENEFIT PLANS | |
EMPLOYEE BENEFIT PLANS | 13. EMPLOYEE BENEFIT PLANS Employee Retirement Savings Plans We have various qualified employee retirement savings plans. Participants can contribute certain amounts to the plans and we match a certain portion of employee contributions. We contributed approximately $4.5 million, $4.6 million and $5.0 million to the plans for the fiscal years ended June 30, 2015, 2016 and 2017, respectively. Deferred Compensation Plan We have a deferred compensation plan, which meets the requirements for deferred compensation under Section 409A of the Internal Revenue Code. The plan provides that selected employees are eligible to defer up to 80% of their salaries and up to 100% of their bonuses. We may also make employer contributions to participant accounts in certain circumstances. The benefits under this plan are unsecured. Participants are generally eligible to receive payment of their vested benefit at the end of their elected deferral period or after termination of their employment for any reason or at a later date to comply with the restrictions of Section 409A. Discretionary company contributions and the related earnings are subject to a vesting schedule dependent upon years of service to us and, also, vest completely upon the participant's disability or death while employed by us or immediately prior to a change of control. We made contributions of $0.7 million, $0.6 million and $0.6 million during fiscal year 2015, 2016 and 2017, respectively. As of June 30, 2017, we held assets of $19.3 million and liabilities of $19.6 million related to this plan. Assets related to this plan are included in other assets and liabilities related to this plan are included in other long-term liabilities in the consolidated balance sheets. The plan liabilities include accrued employer contributions not yet funded to the plan. Employee Pension Plans We sponsor a number of qualified and nonqualified pension plans for our employees at certain locations. In accordance with accounting standards for employee pension and postretirement benefits, we fully recognize the overfunded or underfunded status of each of our defined benefit plans as an asset or liability in the consolidated balance sheets. The asset or liability equals the difference between the fair value of the plans' assets and their benefit obligations. The liabilities associated with underfunded plans are classified as noncurrent, except to the extent the fair value of the plans' assets is less than the plans' estimated benefit payments over the next 12 months. We measure our pension and postretirement benefit plans' assets and benefit obligations as of June 30. The following provides a reconciliation of the changes in the plans' benefit obligations and fair value of assets for fiscal years 2016 and 2017, and a statement of the funded status as of June 30, 2016 and 2017 (in thousands): 2016 2017 Change in Benefit Obligation Benefit obligation at beginning of year $ $ Translation adjustment ) ) Interest costs Curtailment ) — Actuarial (gain) loss Benefits paid ) ) ​ ​ ​ ​ ​ ​ ​ ​ Benefit obligation at end of year ​ ​ ​ ​ ​ ​ ​ ​ Change in Plan Assets Fair value of plan assets at beginning of year Translation adjustment ) ) Actual return on plan assets Company contributions Benefits paid ) ) ​ ​ ​ ​ ​ ​ ​ ​ Fair value of plan assets at end of year ​ ​ ​ ​ ​ ​ ​ ​ Funded status ) ) Unrecognized net actuarial loss — — ​ ​ ​ ​ ​ ​ ​ ​ Net amount recognized $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount recognized in consolidated balance sheets consists of: Investments $ $ Accrued pension liability ) ) Accumulated other comprehensive income The following table provides the net periodic benefit costs for each of the fiscal years ended June 30, (in thousands): 2015 2016 2017 Net Periodic Benefit Costs Service costs $ $ — $ — Interest costs Expected return on plan assets ) ) ) Amortization of prior service costs Recognized actuarial loss ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net periodic benefit cost $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Plan Assumptions 2016 2017 Weighted average assumptions at year-end: Discount rate % % Expected return on plan assets % % Rate of compensation increase % % The long term return on assets has been derived from the weighted average of assumed returns on each of the major asset categories. The weighted average is based on the actual proportion of each major asset class held, rather than a benchmark portfolio of assets. The expected returns for each major asset class have been derived from a combination of both historical market returns and current market data as well as the views of a range of investment managers. Plan Assets and Investment Policy Fiscal year ended Fiscal year ended Proportion of Expected Rate Proportion of Expected Rate Equity securities % % % % Debt securities % % % % Other % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Combined % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The defined benefit plans' assets are invested in a range of pooled investment funds that provide access to a diverse range of asset classes. The investment objective is to maximize the investment return over the long term without exposing the fund to an unnecessary level of risk. Within this objective, it is recognized that benefits will be secured by the purchase of annuities at the time of employee retirement. The benchmark is to hold assets in both equity and debt securities. The proportion in each investment class is not mandated and is allowed to fluctuate with market movements. The equity holdings are maintained in balanced funds under the control of investment managers. Day-to-day equities selection decisions are delegated to investment managers, although these are monitored against performance and risk targets. Due to the nature of the pooled funds, there are no significant holdings in any single company (greater than 5% of the total assets). The investment strategy is reviewed on a regular basis, based on the results of third-party liability studies. Projected Benefit Payments The following table reflects estimated benefits payments, based upon the same assumptions used to measure the benefit obligation and net pension cost, as of June 30, 2017 (in thousands): Pension Benefits July 1, 2017 to June 30, 2018 $ July 1, 2018 to June 30, 2019 July 1, 2019 to June 30, 2020 July 1, 2020 to June 30, 2021 July 1, 2021 to June 30, 2022 July 1, 2022 to June 30, 2027 Company Contribution As of June 30, 2017, our weighted average contribution rate is under 1% of pensionable salaries. If our contributions continue at the current rate, the estimated total company contributions for fiscal 2018 will be approximately $0.1 million. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Jun. 30, 2017 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | 14. SEGMENT INFORMATION We have determined that we operate in three identifiable industry segments: (a) security and inspection systems (Security division), (b) medical monitoring and anesthesia systems (Healthcare division) and (c) optoelectronic devices and manufacturing (Optoelectronics and Manufacturing division). We also have a corporate segment (Corporate) that includes executive compensation and certain other general and administrative expenses; expenses related to stock issuances and legal, audit and other professional service fees not allocated to product segments. Both the Security and Healthcare divisions comprise primarily end-product businesses whereas the businesses of the Optoelectronics and Manufacturing division primarily supply components and subsystems to OEM customers, including to the Security and Healthcare divisions. Sales between divisions are at transfer prices that approximate market values. All other accounting policies of the segments are the same as described in note 1, Summary of Significant Accounting Policies. The following tables present the operations and identifiable assets by industry segment (in thousands): 2015 Security Healthcare Optoelectronics Corporate Eliminations Consolidated Revenues: External customer revenue $ $ $ $ — $ — $ Revenue between product segments — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ $ $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from operations $ $ $ $ ) $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Segments assets $ $ $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016 Security Healthcare Optoelectronics Corporate Eliminations Consolidated Revenues: External customer revenue $ $ $ $ — $ — $ Revenue between product segments — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ $ $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from operations $ $ $ $ ) $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Segments assets $ $ $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2017 Security Healthcare Optoelectronics Corporate Eliminations Consolidated Revenues: External customer revenue $ $ $ $ — $ — $ Revenue between product segments — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ $ $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from operations $ $ $ $ ) $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Segments assets $ $ $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The following tables present the revenues and identifiable assets by geographical area (in thousands): 2015 External Intersegment Total Long lived Long lived Geographic region: United States $ $ $ $ $ Mexico — Other Americas — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Americas United Kingdom Other Europe, Middle East and Africa — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total EMEA Asia-Pacific Eliminations — ) ) N/A N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016 External Intersegment Total Long lived Long lived Geographic region: United States $ $ $ $ $ Mexico — Other Americas — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Americas United Kingdom Other Europe, Middle East and Africa — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total EMEA Asia-Pacific Eliminations — ) ) N/A N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2017 External Intersegment Total Long lived Long lived Geographic region: United States $ $ $ $ $ Mexico — Other Americas — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Americas United Kingdom Other Europe, Middle East and Africa — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total EMEA Asia-Pacific Eliminations — ) ) N/A N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pursuant to Accounting Standards Codification 280 "Segment Reporting," external revenues are attributed to individual countries based upon the location of our selling entity. |
SCHEDULE II-VALUATION AND QUALI
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Jun. 30, 2016 | |
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | |
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS Additions Description Balance at Charged Charged Deductions- Balance at Balance for doubtful accounts: Year ended June 30, 2015 $ $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended June 30, 2016 $ $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Year ended June 30, 2017 $ $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
SUMMARY OF SIGNIFICANT ACCOUN23
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jun. 30, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Description of Business | Description of Business —OSI Systems, Inc., together with our subsidiaries, is a vertically integrated designer and manufacturer of specialized electronic systems and components for critical applications. We sell our products in diversified markets, including homeland security, healthcare, defense and aerospace. We have three reporting segments: (i) Security, providing security inspection systems, turnkey security screening solutions and related services; (ii) Healthcare, providing patient monitoring, diagnostic cardiology, and anesthesia systems, and related services and (iii) Optoelectronics and Manufacturing, providing specialized electronic components and electronic manufacturing services for the Security and Healthcare divisions as well as to external OEM customers and end users for applications in the defense, aerospace, medical and industrial markets, among others. Through our Security segment, we provide security screening products and related services globally. These products fall into the following categories: baggage and parcel inspection; cargo and vehicle inspection; hold (checked) baggage screening; people screening; radiation detection; and explosive and narcotics trace detection. In addition to these products, we also provide site design, installation, training and technical support services to our customers. We also provide turnkey security screening solutions, which can include the construction, staffing and long-term operation of security screening checkpoints for our customers. Through our Healthcare segment, we design, manufacture, market and service patient monitoring, diagnostic cardiology, and anesthesia delivery and ventilation systems, and related supplies and accessories worldwide. These products are used by care providers in critical care, emergency and perioperative areas within hospitals as well as physicians' offices, medical clinics and ambulatory surgery centers amongst others. Through our Optoelectronics and Manufacturing segment, we design, manufacture and market optoelectronic devices and provide electronics manufacturing services worldwide for use in a broad range of applications, including aerospace and defense electronics, security and inspection systems, medical imaging and diagnostic products, telecommunications, computer peripherals, industrial automation systems, automotive diagnostic systems, and consumer products. This division provides products and services to OEM customers and end users as well as to our Security and Healthcare divisions. |
Consolidation | Consolidation —The consolidated financial statements include the accounts of OSI Systems, Inc. and our wholly-owned and majority-owned subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Investments in joint ventures over which we have significant influence but do not have voting control are accounted for using the equity method. Investments over which we do not have significant influence are accounted for using the cost method. |
Use of Estimates | Use of Estimates —The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and costs of sales during the reporting period. The most significant of these estimates and assumptions for our company relate to contract revenue, profit and loss recognition, fair values of assets acquired and assumed in business combinations, market values for inventories reported at lower of cost or market, stock-based employee compensation expense, income taxes, accrued product warranty costs, and the recoverability, useful lives and valuation of recorded amounts of long-lived assets, identifiable intangible assets and goodwill. Changes in estimates are reflected in the periods during which they become known. Actual amounts will differ from these estimates and could differ materially. |
Accounting changes | Accounting changes —In March 2016, the FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting , which simplifies the accounting for income taxes, among other changes, related to stock-based compensation. We adopted this ASU effective April 1, 2017. Upon adoption of this ASU, we recognized all excess tax benefits and tax deficiencies as income tax expense or benefit as a discrete event. An income tax benefit of approximately $2.4 million and $3.8 million cumulative-effect adjustment to retained earnings was recognized in fiscal 2017 as a result of the adoption of ASU 2016-09. |
Cash Equivalents | Cash Equivalents —We consider all highly liquid investments purchased with maturities of approximately three months or less as of the acquisition date to be cash equivalents. |
Accounts Receivable | Accounts Receivable —We monitor collections and payments from our customers and we maintain allowances for doubtful accounts for estimated losses resulting from the inability of our customers to make required payments. We also assess current economic trends that might impact the level of credit losses in the future. If the financial condition of our customers were to deteriorate, resulting in an impairment of their ability to make payments, additional allowances could be required. Components of accounts receivable consisted of (in thousands): June 30, 2016 2017 Accounts receivables $ $ Less allowance for doubtful accounts ) ) ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Inventories | Inventories —Inventories are generally stated at the lower of cost (first-in, first-out) or market. We write down inventory for slow-moving and obsolete inventory based on assessments of future demands, market conditions and customers who may be experiencing financial difficulties. If these factors are less favorable than those projected, additional inventory write-downs may be required. |
Property and Equipment | Property and Equipment —Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation and amortization are charged while assets are used in service and are computed using the straight-line method over the estimated useful lives of the assets taking into consideration any estimated salvage value. Amortization of leasehold improvements is calculated on the straight-line method over the shorter of the useful life of the asset or the lease term. Leased capital assets are included in property and equipment. Amortization of property and equipment under capital leases is included with depreciation expense. In the event that property and equipment are idle, as a result of excess capacity or the early termination, non-renewal or reduction in scope of a turnkey screening operation, such assets are assessed for impairment on a periodic basis or if any indicators of impairment exist. As more fully described in note 6, during the fourth quarter of fiscal 2017, we determined that certain fixed assets related to our turnkey security screening program in Mexico that are not in use were permanently impaired. |
Goodwill and Other Intangible Assets and Valuation of Long-Lived Assets | Goodwill and Other Intangible Assets and Valuation of Long-Lived Assets —Goodwill represents the excess purchase price over the fair value of the net assets acquired in business combinations. Goodwill is allocated to our segments based on the nature of the product line of the acquired business. The carrying value of goodwill is not amortized, but is annually tested for impairment during our second quarter and more often if there is an indicator of impairment. We assess qualitative factors of each our three reporting units to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill. The assessments conducted as of December 31, 2016 indicated that it is not more likely than not that the fair values of two of our three reporting units are less than their carrying amounts, including goodwill. Thus, we have determined that it is not necessary to proceed with the two-step goodwill impairment test and that there is no goodwill impairment for these two reporting units. For the third reporting unit, the results of our assessment of qualitative factors were not conclusive, thus, we proceeded with the two-step goodwill impairment test. First, we determined if the carrying amount of this reporting unit exceeds its fair value. The fair value of the reporting unit was calculated using the income approach. Under the income approach, the fair value of the reporting unit was calculated by estimating the present value of associated future cash flows. Upon completion of step one of this test, the analysis indicated that the estimated fair value of the third reporting unit substantially exceeded the carry amounts, plus goodwill, of the reporting unit. We applied a hypothetical 10 percent decrease to the fair value of the reporting unit, which at December 31, 2016, would not have triggered additional impairment testing and analysis. There was no goodwill impairment for this reporting unit. We evaluate long-lived assets with finite lives for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset may not be recoverable. Impairment is considered to exist if the total estimated future cash flows on an undiscounted basis are less than the carrying amount of the assets. If impairment does exist, we measure the impairment loss and record it based on the discounted estimate of future cash flows. In estimating future cash flows, we group assets at the lowest level for which there are identifiable cash flows that are largely independent of the cash flows from other asset groups. Our estimate of future cash flows is based upon, among other things, certain assumptions about expected future operating performance, growth rates and other factors. |
Income Taxes | Income Taxes —Deferred income taxes are provided for temporary differences between the financial statement and income tax basis of our assets and liabilities, based on enacted tax rates. A valuation allowance is provided when it is more likely than not that some portion or all of the deferred income tax assets will not be realized. Income tax accounting standards prescribe a two-step process for the financial statement measurement and recognition of a tax position taken or expected to be taken in a tax return. The first step involves the determination of whether it is more likely than not (greater than 50 percent likelihood) that a tax position will be sustained upon examination, based on the technical merits of the position. The second step requires that any tax position that meets the more-likely-than-not recognition threshold be measured and recognized in the financial statements at the largest amount of benefit that is greater than 50 percent likely of being realized upon ultimate settlement. See note 9 for additional information. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments —Our financial instruments consist primarily of cash, marketable securities, derivative instruments, accounts receivable, accounts payable and debt instruments. The carrying values of financial instruments, other than long-term debt instruments, are representative of their fair values due to their short-term maturities. The carrying values of our long-term debt instruments are considered to approximate their fair values because the interest rates of these instruments are variable or comparable to current rates available to us. Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. "Level 1" category includes assets and liabilities at the quoted prices in active markets for identical assets and liabilities. "Level 2" category includes assets and liabilities from observable inputs other than quoted market prices. "Level 3" category includes assets and liabilities whose valuation techniques are unobservable and significant to the fair value measurement. There were no assets where "Level 3" valuation techniques were used. As further discussed in note 10 to the condensed consolidated financial statements, our contingent payment obligations related to acquisitions are valued using "Level 3" valuation techniques. Such obligations are measured at fair value on a recurring basis. The fair values of our financial assets and liabilities as of June 30, 2016 and 2017 are categorized as follows (in thousands): June 30, 2016 June 30, 2017 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Equity securities $ $ — $ — $ $ $ — — $ Insurance company contracts — — — — Interest rate contract — ) — ) — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ $ — $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities—Contingent payment obligations $ — $ — $ $ $ — $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Derivative Instruments and Hedging Activity | Derivative Instruments and Hedging Activity —Our use of derivatives consists of an interest rate swap agreement. The interest rate swap agreement was entered into to improve the predictability of cash flows from interest payments related to variable, LIBOR-based debt for the duration of the term loan. The interest rate swap matures in October 2019. The interest rate swap is considered an effective cash flow hedge, and, as a result, the net gains or losses on such instrument were reported as a component of Other comprehensive income in the consolidated financial statements and are reclassified as net income when the hedge transaction settles. |
Revenue Recognition | Revenue Recognition — Product Sales. We recognize revenue from sales of products upon shipment when title and risk of loss passes, and when terms are fixed and collection is probable. In instances where terms of a product sale include subjective customer acceptance criteria, revenue is deferred until we have achieved the acceptance criteria, unless customer acceptance terms are perfunctory or inconsequential. Service Revenue. Revenue from services includes after-market services, installation and implementation of products, and turnkey security screening services. Generally, revenue from services is recognized when the services are performed. Revenues from out-of-warranty service maintenance contracts are recognized ratably over the respective terms of such contracts. Deferred revenue for such services arises from payments received from customers for services not yet performed. Multiple-Deliverable Arrangements. We enter into certain agreements with customers for the all-inclusive sale of capital equipment that contain multiple elements that may include civil works to prepare a site for the installation of equipment, the manufacture and delivery of equipment, the installation and integration of equipment, the training of customer personnel to operate the equipment and the after-market service of the equipment. The timing for each of these deliverables can range from a short amount of time and be completed entirely within a single reporting period to over several reporting periods depending upon the after-market service period. The general timing of revenue recognition for each deliverable may be dependent upon several milestones, including physical delivery of equipment, completion of factory acceptance test, completion of site acceptance test, installation and connectivity of equipment, certification of training of personnel and, in the case of after-market service deliverables, the passage of time as service revenue within a multiple-deliverable arrangement typically is recognized evenly over the post-warranty period of the service deliverable. Multiple-deliverable arrangements require that the arrangement consideration be allocated to each deliverable based on its relative selling price and recognized as revenue when the revenue recognition criteria for each deliverable has been met. The arrangement is separated into more than one unit of accounting if both of the following criteria are met: (i) the delivered item has value to the customer on a stand-alone basis; and (ii) if the arrangement includes a general right of return relative to the delivered item, delivery or performance of the undelivered item is considered probable and substantially within our control. If these criteria are not met, the arrangement is accounted for as one unit of accounting and the recognition of revenue is deferred until delivery is complete or is recognized ratably over the contract period as appropriate. If these criteria are met, consideration is allocated at inception of the arrangement to all deliverables on the basis of the relative selling price. We have generally met these criteria as all of the deliverables in our multiple-deliverable arrangements have stand-alone value in that either the customer can resell that item or another vendor sells that item separately. We typically do not offer a general right of return in regards to our multiple-deliverable arrangements. The selling price of each deliverable is determined by establishing vendor-specific objective evidence ("VSOE"), third party evidence ("TPE") or best estimate of selling price ("BESP") for each delivered item. Generally, either VSOE or TPE is determinable; however, in the few instances where neither VSOE nor TPE is determinable, we utilize our BESP in order to allocate consideration to those deliverables. BESP for our product deliverables is determined by utilizing a weighted average price approach. BESP for our service deliverables is determined primarily by utilizing a cost plus margin approach, and in some instances uses an average price per hour. We often provide a guarantee to support our performance under multiple-deliverable arrangements; and in the event that customers are permitted to terminate such arrangements, the underlying contract typically requires payment for deliverables and reimbursement of costs incurred through the date of termination. Proportional Performance. In connection with the agreement with the Servicio de Administración Tributaria ("SAT") in Mexico, revenue is recognized based upon proportional performance, measured by the actual number of labor hours incurred divided by the total estimated number of labor hours for the project. The impact of changes in the estimated labor hours to service the agreement is reflected in the period during which the change becomes known. In the SAT agreement, customer billings may be submitted for several separate deliverables, including monthly services, activation of services, training of customer personnel and consultation on the design and location of security scanning operations, among others. In the event that payments received from the customer exceed revenue recognition, deferred revenue is recorded. Concurrent with the revenue recognition, we accrue reserves for estimated product return and warranty costs. Critical judgments made by management related to revenue recognition include the determination of whether or not customer acceptance criteria are perfunctory or inconsequential. The determination of whether or not customer acceptance terms are perfunctory or inconsequential impacts the amount and timing of revenue recognition. Critical judgments also include estimates of warranty reserves, which are established based on historical experience and knowledge of the product under warranty. |
Freight | Freight —We record shipping and handling fees that we charge to our customers as revenue and related costs as cost of goods sold. |
Research and Development Costs | Research and Development Costs —Research and development costs are those costs related to the development of a new product, process or service, or significant improvement to an existing product, process or service. Such costs are charged to operations as incurred. |
Stock-Based Compensation | Stock-Based Compensation —Stock-based compensation cost is measured at the grant date based on the estimated fair value of the award and is recognized as expense over the employee's requisite service period for all stock-based awards granted or modified. Certain restricted awards vest based on the achievement of pre-established performance criteria. The fair value of performance-based awards is estimated at the date of grant based upon the probability that the specified performance criteria will be met, adjusted for estimated forfeitures. Each quarter we update our assessment of the probability that the specified performance criteria will be achieved and adjust the estimate of the fair value of the performance-based awards if necessary. We amortize the fair value of performance-based awards over the requisite service period for each separately vesting tranche of the award. See note 8 to the consolidated financial statements. |
Impairment, Restructuring and Other Charges | Impairment, Restructuring and Other Charges —We account for certain charges related to restructuring activities, litigation, acquisition-related costs and other non-routine charges as Impairment, restructuring and other charges in the consolidated financial statements. See note 6 for additional information about these charges. |
Credit Risk and Concentration | Credit Risk and Concentration —Financial instruments that are potentially subject to concentrations of credit risk consist primarily of cash, cash equivalents, marketable securities and accounts receivable. We restrict investments in cash equivalents to financial institutions with high credit standing. Credit risk on accounts receivable is minimized as a result of the large and diverse nature of our company's worldwide customer base. As of June 30, 2016 and 2017, no customer accounted for greater than 10% of accounts receivable. SAT accounted for 12%, 14% and 12% of revenues for the fiscal years ended June 30, 2015, 2016 and 2017, respectively. We perform ongoing credit evaluations of our customers' financial condition and maintain allowances for potential credit losses. Our cash and cash equivalents totaled $104.4 and $169.7 million at June 30, 2016 and 2017, respectively. Of these amounts, approximately 96% and 99% was held by our foreign subsidiaries at June 30, 2016 and 2017, respectively. We rely primarily on one vendor that provides key components to the Optoelectronics and Manufacturing division. While management believes that relying on key vendors improves the efficiency and reliability of business operations, relying on any one vendor for a significant aspect of business can have a significant negative impact on revenue and profitability if that vendor fails to perform at acceptable service levels for any reason, including financial difficulties of the vendor. |
Foreign Currency Translation and Transactions | Foreign Currency Translation and Transactions —We transact business in various foreign currencies. In countries where the functional currency of the underlying operations has been determined to be the local country's currency, revenues and expenses of operations outside the United States are translated into United States dollars using average exchange rates while assets and liabilities of operations outside the United States are translated into United States dollars using period-end exchange rates. The effects of foreign currency translation adjustments are included in stockholders' equity as a component of accumulated other comprehensive income (loss) in the accompanying consolidated balance sheets. Transaction gains and losses, which were included in our consolidated statement of operations, amounted to a gain (loss) of approximately $2.1 million, $(0.8) million and $2.0 million for the fiscal years ended June 30, 2015, 2016 and 2017, respectively. |
Business Combinations | Business Combinations —Under ASC 805, the acquisition method of accounting requires us to record assets acquired and liabilities assumed from an acquisition at their estimated fair values at the date of acquisition. Any excess of the total estimated purchase price over the estimated fair value of the net assets acquired should be recorded as goodwill. Such valuations require management to make significant estimates and assumptions, especially with respect to intangible assets. Significant estimates in valuing certain intangible assets include, but are not limited to, future expected cash flows from acquired customers, acquired technology, trade names, useful lives and discount rates. Management's estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, which is one year from the acquisition date, as additional information becomes available for preliminary estimates, we may record adjustments to the preliminary assets acquired and liabilities assumed, with the corresponding offset to goodwill. Upon the conclusion of the measurement period, any subsequent adjustments are recorded to earnings. |
Earnings per Share | Earnings per Share —Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income available to common stockholders by the sum of the weighted average number of common and dilutive potential common shares outstanding. Potential common shares consist of the shares issuable upon the exercise of stock options and restricted stock or units awards under the treasury stock method. During the fiscal year ending June 30, 2015, the number of stock options and stock awards excluded from the calculation because they were antidilutive was de minimis. Stock option and stock awards to purchase 0.1 million shares of Common Stock for the fiscal years ending June 30, 2016 and June 30, 2017, respectively, were excluded for the calculation because to do so would have been antidilutive. The following table sets forth the computation of basic and diluted earnings per share for the fiscal years ended June 30 (in thousands, except earnings per share data): 2015 2016 2017 Net income available to common stockholders $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding—basic Dilutive effect of equity awards ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding—diluted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per share $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per share $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Warranty Provision | Warranty Provision —We offer our customers warranties on many of the products that we sell. These warranties typically provide for repairs and maintenance of the products if problems arise during a specified time period after original shipment. Concurrent with the sale of products, we record a provision for estimated warranty expenses with a corresponding increase in cost of goods sold. We periodically adjust this provision based on historical experience and anticipated expenses. We charge actual expenses of repairs under warranty, including parts and labor, to this provision when incurred. The warranty provision is included in the Other accrued expenses and current liabilities in the consolidated balance sheets, whose activity for each of the three fiscal years ended June 30, 2017 is summarized in the following table (in thousands) Warranty provision as of June 30, 2014 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2015 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2016 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Recent Accounting Updates Not Yet Adopted | Recent Accounting Updates Not Yet Adopted —In May 2014, the Financial Accounting Standards Board ("FASB") issued an accounting standards update ("ASU") amending revenue recognition requirements for multiple-deliverable revenue arrangements. This update provides guidance on how revenue is recognized for the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for the goods or services. This determination is made in five steps: (i) identify the contract with the customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. The ASU is effective for fiscal years beginning after December 15, 2017 and for interim reporting periods within such fiscal years. Earlier adoption is permitted only for fiscal years beginning after December 15, 2016, including interim reporting periods within such fiscal years. In May 2016, FASB issued a narrow scope improvement to this ASU, specifically to clarify two aspects—identifying performance obligations and licensing implementation guidance. We are in the process of selecting a transition method and our preliminary evaluation of the impact of this ASU indicates that it will not have a material impact on the timing of revenue recognition. In January 2016, FASB issued an ASU which affects the accounting for equity investments, financial liabilities under the fair value option, and the presentation and disclosure requirements for financial instruments. This guidance retains the current accounting for classifying and measuring investments in debt securities and loans, but requires equity investments to be measured at fair value with subsequent changes recognized in net income, except for those accounted for under the equity method or requiring consolidation. The guidance also changes the accounting for investments without a readily determinable fair value and that do not qualify for the practical expedient permitted by the guidance to estimate fair value. A policy election can be made for these investments whereby estimated fair value may be measured at cost and adjusted in subsequent periods for any impairment or changes in observable prices of identical or similar investments. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within that reporting period. Early application is permitted. We have not yet adopted this ASU and are currently evaluating the impact it may have on our financial condition and results of operations. In February 2016, the FASB issued an ASU which affects the accounting for leases. The guidance requires lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than 12 months. The amendment also will require qualitative and quantitative disclosures designed to give financial statement users information on the amount, timing, and uncertainty of cash flows arising from leases. This ASU is effective for fiscal years beginning after December 15, 2018, and interim periods within that reporting period. Early application is permitted. We have not yet adopted this update and are currently evaluating the impact it may have on our financial condition and results of operations. In August 2016, the FASB issued an ASU to address the diverse classifications being applied to cash receipts and payments in the cash flow statement. This ASU addresses eight specific cash flow issues to reduce diversity in practice. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within such fiscal years. We have not yet adopted this ASU and are currently evaluating the impact it may have on our financial condition and results of operations. |
Subsequent Events | Subsequent Events —On July 7, 2017 we completed the acquisition of the global explosive trace detection business from Smiths Group plc. We financed the total estimated purchase price of $80.5 million with a combination of cash on hand and borrowings under our existing revolving bank line of credit. As of the issuance of these consolidated financial statements, we do not have the information available to provide disclosures required by ASC 805 for this acquisition. On July 24, 2017, we entered into a purchase agreement to acquire the facility in Billerica, MA currently leased by our AS&E® subsidiary. The approximate purchase price of $20 million is expected to be financed with a combination of cash on hand, borrowings under our existing revolving bank line of credit and/or other third-party financing. We expect the purchase to be completed during the first quarter of fiscal 2018. |
SUMMARY OF SIGNIFICANT ACCOUN24
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Components of accounts receivable | Components of accounts receivable consisted of (in thousands): June 30, 2016 2017 Accounts receivables $ $ Less allowance for doubtful accounts ) ) ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of fair values of financial assets and liabilities | The fair values of our financial assets and liabilities as of June 30, 2016 and 2017 are categorized as follows (in thousands): June 30, 2016 June 30, 2017 Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Equity securities $ $ — $ — $ $ $ — — $ Insurance company contracts — — — — Interest rate contract — ) — ) — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ $ — $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities—Contingent payment obligations $ — $ — $ $ $ — $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of computation of basic and diluted earnings per share | The following table sets forth the computation of basic and diluted earnings per share for the fiscal years ended June 30 (in thousands, except earnings per share data): 2015 2016 2017 Net income available to common stockholders $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding—basic Dilutive effect of equity awards ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted average shares outstanding—diluted ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings per share $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings per share $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of changes in warranty provisions | The warranty provision is included in the Other accrued expenses and current liabilities in the consolidated balance sheets, whose activity for each of the three fiscal years ended June 30, 2017 is summarized in the following table (in thousands) Warranty provision as of June 30, 2014 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2015 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2016 $ Warranty claims provision Settlements made ) ​ ​ ​ ​ ​ Warranty provision as of June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
ACQUISITION ACTIVITY (Tables)
ACQUISITION ACTIVITY (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
ACQUISITION ACTIVITY | |
Schedule of assets acquired and liabilities assumed | The following is a preliminary estimate of the assets acquired and the liabilities assumed by us in the acquisition, reconciled to total estimated purchase consideration (in thousands): Cash and cash equivalents $ Accounts receivable Inventories Other current assets Property and equipment Intangible assets Other long-term assets Accounts payable ) Accrued payroll and related expenses ) Deferred revenues—current ) Advances from customers ) Other accrued expenses and current liabilities ) Deferred revenues—long term ) Deferred income tax liability ) Other long-term liabilities ) ​ ​ ​ ​ ​ Net assets acquired Goodwill ​ ​ ​ ​ ​ Total consideration $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of the fair value of acquired identifiable intangible assets as of the acquisition date | The following table summarizes the fair value of acquired identifiable intangible assets as of the acquisition date (amounts in thousands): Weighted Gross Amortizable assets: Developed technology 10 years $ Customer relationships/backlog 7 years ​ ​ ​ ​ ​ ​ ​ Total amortizable assets Non-amortizable assets: Trademarks and trade names In-process research and development ("IPR&D") ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Unaudited Pro forma results of operations assuming the AS&E acquisition had occurred on July 1, 2015 | The following unaudited pro forma results of operations assume the AS&E® acquisition had occurred on July 1, 2015 (in thousands): 2015 2016 2017 Revenues $ $ $ Income before taxes $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
INVENTORIES | |
Schedule of inventory | Inventory consisted of the following (in thousands): June 30, 2016 2017 Raw materials $ $ Work-in-process Finished goods ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment | Property and equipment consisted of the following (in thousands): June 30, Estimated 2016 2017 Land N/A $ $ Buildings, civil works and improvements 5-40 years Leasehold improvements 1-13 years Equipment and tooling 3-10 years Furniture and fixtures 3-13 years Computer equipment 3-5 years Computer software 3-10 years Computer software implementation in process N/A — Construction in process N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Less accumulated depreciation and amortization ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Property and equipment, net $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
GOODWILL AND INTANGIBLE ASSETS | |
Schedule of carrying amount of goodwill | The changes in the carrying amount of goodwill for fiscal 2016 and 2017 are as follows (in thousands): Security Healthcare Optoelectronics Consolidated Balance as of June 30, 2015 $ $ $ $ Goodwill acquired or adjusted during the period — Foreign currency translation adjustment ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of June 30, 2016 $ $ $ $ Goodwill acquired or adjusted during the period — — Goodwill reduced as part of a divestiture — ) — ) Foreign currency translation adjustment ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of June 30, 2017 $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of intangible assets subjects to amortization | Intangible assets subject to amortization consisted of the following (in thousands): June 30, 2016 June 30, 2017 Weighted Gross Accumulated Intangibles Gross Accumulated Intangibles Amortizable assets: Software development costs 9 years $ $ $ $ $ $ Patents 20 years Developed technology 10 years Customer relationships/backlog 7 years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total amortizable assets Non-amortizable assets: Trademarks — — IPR&D — — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total intangible assets $ $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of estimated future amortization expense | At June 30, 2017, estimated future amortization expense was as follows (in thousands): 2018 $ 2019 2020 2021 2022 2023 and thereafter, including assets that have not yet begun to be amortized ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
IMPAIRMENT, RESTRUCTURING AND29
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES | |
Summary of the restructuring and other charges | The following table summarizes restructuring and other charges for the periods set forth below (in thousands): 2015 Security Healthcare Optoelectronics Corporate Total Employee termination costs $ $ $ $ — $ Facility closures/consolidation — — Charges related to contract settlement — — — Legal settlement and related cost — — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expensed $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016 Security Healthcare Optoelectronics Corporate Total Acquisition-related costs $ — $ — $ $ $ Employee termination costs — Facility closures/consolidation — — Legal settlement and related costs — — Other charges — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expensed $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2017 Security Healthcare Optoelectronics Corporate Total Acquisition-related costs $ $ — $ — $ $ Employee termination costs — Facility closures/consolidation — Other charges (reversals) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total expensed $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of changes in the accrual for restructuring and other charges | The changes in the accrual for restructuring and other charges for the year ended June 30, 2017 were as follows (in thousands): Acquisition- Employee Facility Other Total Balance as of June 30, 2016 $ — $ $ $ — $ Restructuring and other charges Payments and other adjustments ) ) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance as of June 30, 2017 $ — $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of the impairment, restructuring and other charges | The following table summarizes the impairment, restructuring and other charges for fiscal 2015, 2016 and 2017 (in thousands): 2015 2016 2017 Impairment of assets $ — $ $ Impairment of minority interest investment — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total impairment charges — Debt restructuring — — Facility closure / consolidations Employee termination costs Charges related to government contract issues — Legal settlements and related costs — Acquisition-related costs — Other — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total impairment, restructuring and other charges $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
LINE-OF-CREDIT BORROWINGS AND30
LINE-OF-CREDIT BORROWINGS AND DEBT (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
LINE-OF-CREDIT BORROWINGS AND DEBT | |
Schedule of long-term debt | Long-term debt consisted of the following at June 30 (in thousands): 2016 2017 1.25% convertible notes due 2022: Principal amount $ — $ Unamortized discount — ) Unamortized debt issuance costs — ) ​ ​ ​ ​ ​ ​ ​ ​ — Term loans Other long-term debt ​ ​ ​ ​ ​ ​ ​ ​ Less current portion of long-term debt ) ) ​ ​ ​ ​ ​ ​ ​ ​ Long-term portion of debt $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of fiscal year principal payments of long-term debt | Fiscal year principal payments of long-term debt as of June 30, 2017 are as follows (in thousands): 2018 $ 2019 2020 2021 2022 2023 and thereafter ​ ​ ​ ​ ​ Total $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
STOCK-BASED COMPENSATION | |
Schedule of stock-based-compensation expense in the consolidated statement of operations | We recorded stock-based-compensation expense in the consolidated statement of operations as follows (in thousands): 2015 2016 2017 Cost of goods sold $ $ $ Selling, general and administrative Research and development Restructuring — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stock based compensation expense Less: Related income tax benefit ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stock based compensation expense, net $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of weighted average assumptions used to determine the fair value calculations for stock options issued | 2015 2016 2017 Expected dividend — — — Risk-free interest rate % % % Expected volatility % % % Expected holding period (in years) |
Summary of stock option activity | Number of Weighted- Weighted-Average Aggregate Outstanding at June 30, 2014 Granted Exercised ) Expired or forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at June 30, 2015 Granted Exercised ) Expired or forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at June 30, 2016 Granted Exercised ) Expired or forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Outstanding at June 30, 2017 $ 3.3 years $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Exercisable at June 30, 2017 $ 2.9 years $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of restricted stock award and RSU award activity | Shares Weighted- Nonvested at June 30, 2014 $ Granted Vested ) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at June 30, 2015 $ Granted Vested ) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at June 30, 2016 $ Granted Vested ) Net replacement RSUs (1) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Pursuant to the acquisition of AS&E®, we assumed unvested RSUs originally granted by AS&E® and converted them into RSUs for our Common Stock. |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
INCOME TAXES | |
Schedule of geographical breakdown of income before the provision for income taxes | The following is a geographical breakdown of income before the provision for income taxes (in thousands): 2015 2016 2017 Pre-tax income (loss): United States $ ) $ ) $ ) Foreign ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total pre-tax income $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of provision (benefit) for income taxes | Our provision (benefit) for income taxes consists of the following (in thousands): 2015 2016 2017 Current: Federal $ $ ) $ State Foreign ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total current provision Deferred: Federal $ ) $ ) $ ) State ) ) Foreign ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total deferred benefit ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total provision $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Summary of activity of unrecognized tax benefits | A summary of activity of unrecognized tax benefits for fiscal 2015, 2016 and 2017 is as follows (in thousands). Balance as July 1, 2015 $ Additions on tax positions for the current year Additions on tax positions from prior years Reduction in tax position from prior year ) ​ ​ ​ ​ ​ Balance at June 30, 2016 $ Additions on tax positions for the current year Additions on tax positions from prior years Reduction in tax position from prior year ) ​ ​ ​ ​ ​ Balance at June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of deferred income tax assets (liabilities) | Deferred income tax assets (liabilities) consisted of the following (in thousands): June 30, 2016 2017 Deferred income tax assets: Tax credit carryforwards $ $ Net operating loss carryforwards Customer advances Allowance for doubtful accounts Inventory reserve Inventory capitalization Accrued liabilities Stock & deferred compensation Other assets ​ ​ ​ ​ ​ ​ ​ ​ Total deferred income tax assets Valuation allowance ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net deferred income tax assets ​ ​ ​ ​ ​ ​ ​ ​ Deferred income tax liabilities: Depreciation ) ) State income taxes ) ) Amortization of intangible assets ) ) Convertible Debt — ) Prepaid expenses ) ) Other liabilities ) ) ​ ​ ​ ​ ​ ​ ​ ​ Total deferred income tax liabilities ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net deferred tax asset $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of components of net deferred income tax asset | The components of the net deferred income tax asset are classified in the consolidated balance sheets as follows (in thousands): 2016 2017 Long term deferred income tax asset, included in other assets Long term deferred income tax liability ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net deferred income tax asset $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of components of current taxes receivable and payable and prepaid taxes | The components of current taxes receivable and payable and prepaid taxes are classified in the consolidated balance sheets as follows (in thousands): 2016 2017 Current taxes receivable and prepaid taxes, included in prepaid expenses and other current assets $ $ Current taxes payable ) ) ​ ​ ​ ​ ​ ​ ​ ​ Net tax receivable ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of consolidated effective income tax rate differs from the federal statutory income tax rate | June 30, 2015 2016 2017 Provision for income taxes at federal statutory rate % % % UK Patent Box benefit ) — — Research and development tax credits ) ) ) Foreign income subject to tax at other than federal statutory rate ) ) ) Stock compensations excess tax benefit — — ) Change in valuation allowance ) Unrecognized tax benefit ) ) Meals and entertainment Tax on foreign currency gains and losses — Transaction costs — State tax expense ) ) ) U.S. tax on foreign earnings Fringe benefits Non-taxable gain from sale of business — — ) Non-taxable earnings from acquisitions ) ) ) Mexico imputed income or expense ) ) ) Other ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Effective income tax rate % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
Summary of commitments | The following is a summary of commitments as of June 30, 2017 (in thousands): Payments Due by Period Total Less than 1-3 years 3-5 years After Total debt $ $ $ $ $ Operating leases Purchase obligations — Acquisition-related obligations — Defined benefit plan obligation ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total contractual obligations $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Commercial Commitments—letters of credit $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of reconciles the contingent earnout liabilities | Beginning fair value, June 30, 2016 $ Remeasurement of fair value for contingent earn-out obligations ) Payments on contingent earn-out obligations ) ​ ​ ​ ​ ​ Ending fair value, June 30, 2017 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
EMPLOYEE BENEFIT PLANS | |
Schedule of the changes in the plans benefit obligations, fair value of assets and funded status | The following provides a reconciliation of the changes in the plans' benefit obligations and fair value of assets for fiscal years 2016 and 2017, and a statement of the funded status as of June 30, 2016 and 2017 (in thousands): 2016 2017 Change in Benefit Obligation Benefit obligation at beginning of year $ $ Translation adjustment ) ) Interest costs Curtailment ) — Actuarial (gain) loss Benefits paid ) ) ​ ​ ​ ​ ​ ​ ​ ​ Benefit obligation at end of year ​ ​ ​ ​ ​ ​ ​ ​ Change in Plan Assets Fair value of plan assets at beginning of year Translation adjustment ) ) Actual return on plan assets Company contributions Benefits paid ) ) ​ ​ ​ ​ ​ ​ ​ ​ Fair value of plan assets at end of year ​ ​ ​ ​ ​ ​ ​ ​ Funded status ) ) Unrecognized net actuarial loss — — ​ ​ ​ ​ ​ ​ ​ ​ Net amount recognized $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Amount recognized in consolidated balance sheets consists of: Investments $ $ Accrued pension liability ) ) Accumulated other comprehensive income |
Schedule of net periodic benefit costs | The following table provides the net periodic benefit costs for each of the fiscal years ended June 30, (in thousands): 2015 2016 2017 Net Periodic Benefit Costs Service costs $ $ — $ — Interest costs Expected return on plan assets ) ) ) Amortization of prior service costs Recognized actuarial loss ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net periodic benefit cost $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of plan assumptions | 2016 2017 Weighted average assumptions at year-end: Discount rate % % Expected return on plan assets % % Rate of compensation increase % % |
Schedule of plan assets and investment policy | Fiscal year ended Fiscal year ended Proportion of Expected Rate Proportion of Expected Rate Equity securities % % % % Debt securities % % % % Other % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Combined % % % % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of estimated benefits payments, based upon the same assumptions used to measure the benefit obligation and net pension cost | The following table reflects estimated benefits payments, based upon the same assumptions used to measure the benefit obligation and net pension cost, as of June 30, 2017 (in thousands): Pension Benefits July 1, 2017 to June 30, 2018 $ July 1, 2018 to June 30, 2019 July 1, 2019 to June 30, 2020 July 1, 2020 to June 30, 2021 July 1, 2021 to June 30, 2022 July 1, 2022 to June 30, 2027 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Jun. 30, 2017 | |
SEGMENT INFORMATION | |
Schedule of operations and identifiable assets by industry segment | The following tables present the operations and identifiable assets by industry segment (in thousands): 2015 Security Healthcare Optoelectronics Corporate Eliminations Consolidated Revenues: External customer revenue $ $ $ $ — $ — $ Revenue between product segments — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ $ $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from operations $ $ $ $ ) $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Segments assets $ $ $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016 Security Healthcare Optoelectronics Corporate Eliminations Consolidated Revenues: External customer revenue $ $ $ $ — $ — $ Revenue between product segments — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ $ $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from operations $ $ $ $ ) $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Segments assets $ $ $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2017 Security Healthcare Optoelectronics Corporate Eliminations Consolidated Revenues: External customer revenue $ $ $ $ — $ — $ Revenue between product segments — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ $ $ — ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from operations $ $ $ $ ) $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Segments assets $ $ $ $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Capital expenditures $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Depreciation and amortization $ $ $ $ $ — $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of revenues and identifiable assets by geographical area | The following tables present the revenues and identifiable assets by geographical area (in thousands): 2015 External Intersegment Total Long lived Long lived Geographic region: United States $ $ $ $ $ Mexico — Other Americas — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Americas United Kingdom Other Europe, Middle East and Africa — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total EMEA Asia-Pacific Eliminations — ) ) N/A N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2016 External Intersegment Total Long lived Long lived Geographic region: United States $ $ $ $ $ Mexico — Other Americas — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Americas United Kingdom Other Europe, Middle East and Africa — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total EMEA Asia-Pacific Eliminations — ) ) N/A N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2017 External Intersegment Total Long lived Long lived Geographic region: United States $ $ $ $ $ Mexico — Other Americas — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total Americas United Kingdom Other Europe, Middle East and Africa — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total EMEA Asia-Pacific Eliminations — ) ) N/A N/A ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ — $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
SUMMARY OF SIGNIFICANT ACCOUN36
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Description of Business (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017USD ($)segment | Jun. 30, 2016USD ($)item | Jun. 30, 2015USD ($) | |
Description of Business | |||
Number of reporting segments | segment | 3 | ||
Accounting changes | |||
Income tax benefit | $ (4,675) | $ (9,338) | $ (23,702) |
Increase to retained earnings | 3,808 | ||
Accounts Receivable | |||
Accounts receivables | 216,089 | 148,767 | |
Less allowance for doubtful accounts | (9,563) | (7,051) | |
Total | 206,526 | $ 141,716 | |
Goodwill Impairment | |||
Number of reporting units | item | 3 | ||
ASU 2016-09 | |||
Accounting changes | |||
Income tax benefit | 2,400 | ||
Increase to retained earnings | 3,800 | ||
Two of the Company's three reporting units | |||
Goodwill Impairment | |||
Number of reporting units | item | 2 | ||
Goodwill impairment | 0 | ||
Third reporting unit | |||
Goodwill Impairment | |||
Goodwill impairment | $ 0 | ||
Third reporting unit | Hypothetical | |||
Goodwill Impairment | |||
Hypothetical percentage decrease to the fair value, would not have triggered additional impairment testing and analysis | (10.00%) |
SUMMARY OF SIGNIFICANT ACCOUN37
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair values of financial assets and liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Jun. 30, 2016 |
Fair Value of Financial Instruments | ||
Liabilities - Contingent payment obligations | $ 11,840 | $ 17,117 |
Recurring | ||
Fair Value of Financial Instruments | ||
Equity securities | 254 | 354 |
Insurance company contracts | 26,940 | 21,353 |
Interest rate contract | 20 | (31) |
Total assets | 27,214 | 21,676 |
Liabilities - Contingent payment obligations | 11,840 | 17,117 |
Recurring | Level 1 | ||
Fair Value of Financial Instruments | ||
Equity securities | 254 | 354 |
Total assets | 254 | 354 |
Recurring | Level 2 | ||
Fair Value of Financial Instruments | ||
Insurance company contracts | 26,940 | 21,353 |
Interest rate contract | 20 | (31) |
Total assets | 26,960 | 21,322 |
Recurring | Level 3 | ||
Fair Value of Financial Instruments | ||
Fair value of assets | 0 | 0 |
Liabilities - Contingent payment obligations | $ 11,840 | $ 17,117 |
SUMMARY OF SIGNIFICANT ACCOUN38
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Credit Risk (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | Jun. 30, 2014 | |
Credit Risk and Concentration | ||||
Cash and cash equivalents | $ 169,650 | $ 104,370 | $ 47,593 | $ 38,831 |
Foreign subsidiaries | Cash and cash equivalents | Cash and Cash Equivalents Concentration Risk | ||||
Credit Risk and Concentration | ||||
Percentage of benchmark derived from specified source | 99.00% | 96.00% | ||
SAT in Mexico | Revenue | Customer | ||||
Credit Risk and Concentration | ||||
Percentage of benchmark derived from specified source | 12.00% | 14.00% | 12.00% |
SUMMARY OF SIGNIFICANT ACCOUN39
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Foreign Currency Translation (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Foreign Currency Translation | |||
Transaction gain (loss) | $ 2,000 | $ (800) | $ 2,100 |
Earnings per share: | |||
Stock options excluded from computation due to antidilutive effect (in shares) | 100 | 100 | |
Computation of basic and diluted earnings per share | |||
Net income available to common stockholders | $ 21,076 | $ 26,157 | $ 65,151 |
Weighted average shares outstanding- basic | 18,894 | 19,427 | 19,799 |
Dilutive effect of stock awards (in shares) | 795 | 649 | 727 |
Weighted average shares outstanding- diluted | 19,689 | 20,076 | 20,526 |
Basic earnings per share (in dollars per share) | $ 1.12 | $ 1.35 | $ 3.29 |
Diluted earnings per share (in dollars per share) | $ 1.07 | $ 1.30 | $ 3.17 |
Changes in warranty provision | |||
Warranty provision at beginning of period | $ 15,948 | $ 12,738 | $ 11,923 |
Warranty claims provision | 5,793 | 12,296 | 6,043 |
Settlements made | (6,563) | (9,086) | (5,228) |
Warranty provision at end of period | $ 15,178 | $ 15,948 | $ 12,738 |
SUMMARY OF SIGNIFICANT ACCOUN40
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Subsequent Events (Details) - Subsequent Event - USD ($) $ in Millions | Jul. 07, 2017 | Sep. 30, 2017 |
Facility in Billerica, MA | Forecast | ||
Subsequent Events | ||
Purchase price | $ 20 | |
Global Explosive Trace Detection Business | ||
Subsequent Events | ||
Total estimated purchase price | $ 80.5 |
ACQUISITION ACTIVITY - Purchase
ACQUISITION ACTIVITY - Purchase Price and Allocation (Details) - USD ($) $ in Thousands | Sep. 09, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 |
Allocation of total consideration to assets acquired and liabilities assumed | ||||
Goodwill | $ 242,129 | $ 122,819 | $ 98,167 | |
AS&E | ||||
Acquisition Activity | ||||
Percentage of ownership interest acquired | 100.00% | |||
Total consideration | $ 266,000 | |||
Fair value of replacement RSUs and AS&E's RSU | 1,400 | |||
Cash on hand to pay down the revolving bank line of credit | $ 69,000 | |||
Allocation of total consideration to assets acquired and liabilities assumed | ||||
Cash and cash equivalents | 79,195 | |||
Accounts receivable | 24,607 | |||
Inventories | 27,495 | |||
Other current assets | 7,450 | |||
Property and equipment | 5,337 | |||
Intangible assets | 74,800 | |||
Other long-term assets | 201 | |||
Accounts payable | (5,044) | |||
Accrued payroll and related expenses | (4,723) | |||
Deferred revenues - current | (11,281) | |||
Advances from customers | (13,784) | |||
Other accrued expenses and current liabilities | (7,279) | |||
Deferred revenues - long term | (3,225) | |||
Deferred income tax liability | (9,580) | |||
Other long-term liabilities | (14,004) | |||
Net assets acquired | 150,165 | |||
Goodwill | 115,838 | |||
Total consideration | $ 266,003 |
ACQUISITION ACTIVITY - Intangib
ACQUISITION ACTIVITY - Intangible Assets (Details) - AS&E $ in Thousands | 12 Months Ended |
Jun. 30, 2017USD ($) | |
Acquisition Activity | |
Amortizable assets | $ 59,300 |
Total intangible assets | 74,800 |
Trademarks and trade names | |
Acquisition Activity | |
Non-amortizable assets | 12,300 |
In-process research and development ("IPR&D") | |
Acquisition Activity | |
Non-amortizable assets | $ 3,200 |
Developed technology | |
Acquisition Activity | |
Weighted Average Lives (in years) | 10 years |
Amortizable assets | $ 31,750 |
Customer relationships/backlog | |
Acquisition Activity | |
Weighted Average Lives (in years) | 7 years |
Amortizable assets | $ 27,550 |
ACQUISITION ACTIVITY - Revenue
ACQUISITION ACTIVITY - Revenue and Income (Details) - AS&E - USD ($) $ in Thousands | 10 Months Ended | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Acquisition Activity | ||||
Amount included in revenue | $ 94,000 | |||
Amount included in pre-tax income | $ 8,700 | |||
Pro forma results of operations assume the AS&E acquisition had occurred on July 1, 2015 | ||||
Revenues | $ 978,706 | $ 928,679 | $ 1,080,859 | |
Income before taxes | 5,856 | 2,223 | $ 86,921 | |
Non-recurring acquisition and employee termination costs | $ 13,900 | $ 28,600 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Jun. 30, 2016 |
INVENTORIES | ||
Raw materials | $ 129,645 | $ 133,540 |
Work-in-process | 65,454 | 47,460 |
Finished goods | 53,411 | 92,288 |
Total | $ 248,510 | $ 273,288 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Property and equipment | |||
Property and equipment, gross | $ 389,655 | $ 392,017 | |
Less accumulated depreciation and amortization | (248,116) | (208,903) | |
Property and equipment, net | 141,539 | 183,114 | |
Depreciation expense | 56,000 | 52,200 | $ 55,400 |
Land | |||
Property and equipment | |||
Property and equipment, gross | 14,212 | 14,498 | |
Buildings, civil works and improvements | |||
Property and equipment | |||
Property and equipment, gross | $ 157,123 | 170,232 | |
Buildings, civil works and improvements | Minimum | |||
Property and equipment | |||
Estimated Useful Lives | 5 years | ||
Buildings, civil works and improvements | Maximum | |||
Property and equipment | |||
Estimated Useful Lives | 40 years | ||
Leasehold improvements | |||
Property and equipment | |||
Property and equipment, gross | $ 9,025 | 9,015 | |
Leasehold improvements | Minimum | |||
Property and equipment | |||
Estimated Useful Lives | 1 year | ||
Leasehold improvements | Maximum | |||
Property and equipment | |||
Estimated Useful Lives | 13 years | ||
Equipment and tooling | |||
Property and equipment | |||
Property and equipment, gross | $ 166,991 | 154,309 | |
Equipment and tooling | Minimum | |||
Property and equipment | |||
Estimated Useful Lives | 3 years | ||
Equipment and tooling | Maximum | |||
Property and equipment | |||
Estimated Useful Lives | 10 years | ||
Furniture and fixtures | |||
Property and equipment | |||
Property and equipment, gross | $ 3,371 | 3,314 | |
Furniture and fixtures | Minimum | |||
Property and equipment | |||
Estimated Useful Lives | 3 years | ||
Furniture and fixtures | Maximum | |||
Property and equipment | |||
Estimated Useful Lives | 13 years | ||
Computer equipment | |||
Property and equipment | |||
Property and equipment, gross | $ 17,991 | 17,902 | |
Computer equipment | Minimum | |||
Property and equipment | |||
Estimated Useful Lives | 3 years | ||
Computer equipment | Maximum | |||
Property and equipment | |||
Estimated Useful Lives | 5 years | ||
Computer software | |||
Property and equipment | |||
Property and equipment, gross | $ 17,303 | 17,769 | |
Computer software | Minimum | |||
Property and equipment | |||
Estimated Useful Lives | 3 years | ||
Computer software | Maximum | |||
Property and equipment | |||
Estimated Useful Lives | 10 years | ||
Computer software implementation in process | |||
Property and equipment | |||
Property and equipment, gross | $ 2,590 | ||
Construction in process | |||
Property and equipment | |||
Property and equipment, gross | $ 1,049 | $ 4,978 |
GOODWILL AND INTANGIBLE ASSET46
GOODWILL AND INTANGIBLE ASSETS - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Changes in the carrying amount of goodwill | ||
Balance at the beginning of the period | $ 122,819 | $ 98,167 |
Goodwill acquired or adjusted during the period | 122,022 | 27,167 |
Goodwill reduced as part of a divestiture | (2,200) | |
Foreign currency translation adjustment | (512) | (2,515) |
Balance at the end of the period | 242,129 | 122,819 |
Security Division | ||
Changes in the carrying amount of goodwill | ||
Balance at the beginning of the period | 32,922 | 29,730 |
Goodwill acquired or adjusted during the period | 122,022 | 3,187 |
Foreign currency translation adjustment | 139 | 5 |
Balance at the end of the period | 155,083 | 32,922 |
Healthcare Division | ||
Changes in the carrying amount of goodwill | ||
Balance at the beginning of the period | 42,574 | 43,182 |
Goodwill reduced as part of a divestiture | (2,200) | |
Foreign currency translation adjustment | (245) | (608) |
Balance at the end of the period | 40,129 | 42,574 |
Optoelectronics and Manufacturing Division | ||
Changes in the carrying amount of goodwill | ||
Balance at the beginning of the period | 47,323 | 25,255 |
Goodwill acquired or adjusted during the period | 23,980 | |
Foreign currency translation adjustment | (406) | (1,912) |
Balance at the end of the period | $ 46,917 | $ 47,323 |
GOODWILL AND INTANGIBLE ASSET47
GOODWILL AND INTANGIBLE ASSETS - Intangible Assets Subject to Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Amortizable assets: | |||
Gross Carrying Value | $ 110,874 | $ 57,326 | |
Accumulated Amortization | 21,164 | 14,711 | |
Total | 89,710 | 42,615 | |
Total intangible assets | |||
Gross Carrying Value | 139,614 | 70,994 | |
Total intangible assets | 118,450 | 56,283 | |
Amortization expense | 12,300 | 5,700 | $ 3,600 |
Trademarks | |||
Non-amortizable assets: | |||
Gross Carrying Value | 25,540 | 13,668 | |
In-process research and development ("IPR&D") | |||
Amortizable assets: | |||
Gross Carrying Value | 3,200 | ||
Total | $ 3,200 | ||
Software development costs | |||
Intangible assets | |||
Weighted Average Lives (in Years) | 9 years | ||
Amortizable assets: | |||
Gross Carrying Value | $ 26,753 | 22,091 | |
Accumulated Amortization | 6,291 | 4,120 | |
Total | $ 20,462 | 17,971 | |
Patents | |||
Intangible assets | |||
Weighted Average Lives (in Years) | 20 years | ||
Amortizable assets: | |||
Gross Carrying Value | $ 8,386 | 8,111 | |
Accumulated Amortization | 1,676 | 1,760 | |
Total | $ 6,710 | 6,351 | |
Developed technology | |||
Intangible assets | |||
Weighted Average Lives (in Years) | 10 years | ||
Amortizable assets: | |||
Gross Carrying Value | $ 37,446 | 12,901 | |
Accumulated Amortization | 5,530 | 3,969 | |
Total | $ 31,916 | 8,932 | |
Customer relationships/backlog | |||
Intangible assets | |||
Weighted Average Lives (in Years) | 7 years | ||
Amortizable assets: | |||
Gross Carrying Value | $ 38,289 | 14,223 | |
Accumulated Amortization | 7,667 | 4,862 | |
Total | $ 30,622 | $ 9,361 |
GOODWILL AND INTANGIBLE ASSET48
GOODWILL AND INTANGIBLE ASSETS - Intangible Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Estimated future amortization expense | |||
2,018 | $ 14,523 | ||
2,019 | 14,362 | ||
2,020 | 13,635 | ||
2,021 | 10,392 | ||
2,022 | 8,524 | ||
2023 and thereafter, including assets that have not yet begun to be amortized | 28,274 | ||
Total | 89,710 | $ 42,615 | |
Software development costs | |||
Estimated future amortization expense | |||
Total | 20,462 | 17,971 | |
Capitalized software development costs | $ 2,300 | $ 2,700 | $ 3,000 |
IMPAIRMENT, RESTRUCTURING AND49
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES- Restructuring and other charges(Details) $ in Thousands | 3 Months Ended | 12 Months Ended | 24 Months Ended | ||
Jun. 30, 2017site | Jun. 30, 2017USD ($)employeeitem | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2017USD ($) | |
Impairment, restructuring and other charges | |||||
Impairment of assets | $ 27,047 | $ 6,821 | |||
Assets fully written off, including inventory and the intangible assets and fixed assets | 27,047 | 9,674 | |||
Acquisition-related costs | 5,687 | 3,476 | |||
Employee termination costs | 10,647 | 4,547 | $ 2,850 | ||
Facility closures/consolidation | 2,506 | 693 | 2,524 | ||
Charges related to contract settlement | 3,772 | ||||
Legal settlement and related costs | 2,934 | 704 | |||
Other charges | 690 | ||||
Other charges (reversals) | 811 | ||||
Total expensed | 19,651 | 12,340 | 9,850 | ||
Turnkey Screening Program | Mexico | |||||
Impairment, restructuring and other charges | |||||
Number of sites that were relocated | site | 5 | ||||
Impairment of assets | $ 17,500 | ||||
Security Division | |||||
Impairment, restructuring and other charges | |||||
Number of product lines abandoned | item | 2 | ||||
Assets fully written off, including inventory and the intangible assets and fixed assets | $ 9,400 | ||||
Acquisition-related costs | 810 | ||||
Employee termination costs | 8,256 | 1,358 | 1,331 | ||
Facility closures/consolidation | 967 | 206 | |||
Charges related to contract settlement | 3,772 | ||||
Legal settlement and related costs | 1,091 | ||||
Other charges | 572 | ||||
Other charges (reversals) | 7 | ||||
Total expensed | 10,040 | 3,227 | 5,103 | ||
Security Division | AS&E | |||||
Impairment, restructuring and other charges | |||||
Financing costs and professional fees to complete the acquisition and employee separation costs and other costs | $ 12,400 | $ 14,700 | |||
Number of positions eliminated | employee | 58 | ||||
Employee termination costs | $ 8,000 | ||||
Healthcare Division | |||||
Impairment, restructuring and other charges | |||||
Number of positions eliminated | employee | 99 | ||||
Employee termination and facility consolidation costs | $ 2,000 | ||||
Employee termination costs | 1,760 | 2,601 | 1,242 | ||
Facility closures/consolidation | 1,095 | 487 | 136 | ||
Other charges (reversals) | 374 | ||||
Total expensed | 3,229 | 3,088 | 1,378 | ||
Optoelectronics and Manufacturing Division | |||||
Impairment, restructuring and other charges | |||||
Acquisition-related costs | 220 | ||||
Employee termination costs | 631 | 588 | 277 | ||
Facility closures/consolidation | 444 | 2,388 | |||
Legal settlement and related costs | 1,843 | ||||
Other charges | 118 | ||||
Other charges (reversals) | (70) | ||||
Total expensed | 1,005 | 2,769 | 2,665 | ||
Corporate | |||||
Impairment, restructuring and other charges | |||||
Acquisition-related costs | 4,877 | 3,256 | |||
Legal settlement and related costs | 704 | ||||
Other charges (reversals) | 500 | ||||
Total expensed | $ 5,377 | $ 3,256 | $ 704 |
IMPAIRMENT, RESTRUCTURING AND50
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES - Changes in the accrual for restructuring and other charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Restructuring and other charges | |||
Balance at the beginning of the period | $ 539 | ||
Restructuring and other charges | 19,651 | $ 12,340 | $ 9,850 |
Payments and other adjustments | (19,724) | ||
Balance at the end of the period | 466 | 539 | |
Acquisition-related Costs | |||
Restructuring and other charges | |||
Restructuring and other charges | 5,687 | ||
Payments and other adjustments | (5,687) | ||
Employee Termination Costs | |||
Restructuring and other charges | |||
Balance at the beginning of the period | 413 | ||
Restructuring and other charges | 10,647 | ||
Payments and other adjustments | (10,885) | ||
Balance at the end of the period | 175 | 413 | |
Facility Closure / Consolidations Cost | |||
Restructuring and other charges | |||
Balance at the beginning of the period | 126 | ||
Restructuring and other charges | 2,506 | ||
Payments and other adjustments | (2,341) | ||
Balance at the end of the period | 291 | $ 126 | |
Other Costs | |||
Restructuring and other charges | |||
Restructuring and other charges | 811 | ||
Payments and other adjustments | $ (811) |
IMPAIRMENT, RESTRUCTURING AND51
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES- Impairments, restructuring and other charges(Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
IMPAIRMENT, RESTRUCTURING AND OTHER CHARGES | |||
Impairment of assets | $ 27,047 | $ 6,821 | |
Impairment of minority interest investment | 2,853 | ||
Total impairment charges | 27,047 | 9,674 | |
Debt restructuring | 489 | ||
Facility closures/consolidation | 2,506 | 693 | $ 2,524 |
Employee termination costs | 10,647 | 4,547 | 2,850 |
Charges related to government contract issues | 496 | 3,772 | |
Legal settlement and related costs | 2,934 | 704 | |
Acquisition-related costs | 5,687 | 3,476 | |
Other | 322 | 194 | |
Total impairment, restructuring and other charges | $ 46,698 | $ 22,014 | $ 9,850 |
LINE-OF-CREDIT BORROWINGS AND52
LINE-OF-CREDIT BORROWINGS AND DEBT (Details) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Sep. 30, 2012USD ($) | Jun. 30, 2017USD ($)item$ / shares | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | Feb. 28, 2017USD ($) | Dec. 31, 2016USD ($) | Nov. 30, 2016USD ($) | |
Borrowings | |||||||
Borrowings outstanding | $ 103,000 | $ 125,000 | |||||
Repurchase of common shares | 48,453 | 73,368 | $ 30,744 | ||||
Components of long-term debt | |||||||
Term loans | 3,700 | 6,847 | |||||
Other long-term debt | 1,621 | 1,966 | |||||
Total | 244,146 | 8,813 | |||||
Less current portion of long-term debt | (2,396) | (2,759) | |||||
Long-term portion of debt | 241,750 | $ 6,054 | |||||
Fiscal year principal payments of long-term debt | |||||||
2,018 | 2,396 | ||||||
2,019 | 2,074 | ||||||
2,020 | 765 | ||||||
2,021 | 82 | ||||||
2,022 | 4 | ||||||
2023 and thereafter | $ 238,825 | ||||||
Revolving Credit Facility | |||||||
Borrowings | |||||||
Maximum borrowing capacity | $ 525,000 | $ 450,000 | |||||
Sub-limit available for letters of credit | 300,000 | ||||||
Unused commitment fee (as a percent) | 0.20% | ||||||
Borrowings outstanding | $ 103,000 | ||||||
Amount outstanding under letters-of-credit | 18,300 | ||||||
Available credit facility | 403,700 | ||||||
Repayments of Lines of Credit | $ 245,000 | ||||||
Revolving Credit Facility | Minimum | |||||||
Borrowings | |||||||
Unused commitment fee (as a percent) | 0.20% | ||||||
Revolving Credit Facility | Maximum | |||||||
Borrowings | |||||||
Increase in the credit agreement's borrowing capacity available under certain circumstances | $ 250,000 | ||||||
Commitment fee (as a percent) | 0.30% | ||||||
Revolving Credit Facility | LIBOR | |||||||
Borrowings | |||||||
Interest rate margin (as a percent) | 1.50% | ||||||
Revolving Credit Facility | LIBOR | Minimum | |||||||
Borrowings | |||||||
Interest rate margin (as a percent) | 1.25% | ||||||
Revolving Credit Facility | LIBOR | Maximum | |||||||
Borrowings | |||||||
Unused commitment fee (as a percent) | 2.00% | ||||||
1.25% Convertible Senior Notes Due 2022 | |||||||
Borrowings | |||||||
Principal amount | $ 287,500 | $ 287,500 | |||||
Interest rate (as a percentage) | 1.25% | ||||||
Repurchase of common shares | $ 35,000 | ||||||
Conversion ratio | 9.3056 | ||||||
Conversion price | $ / shares | $ 107.46 | ||||||
Premium on stock price | 38.50% | ||||||
Threshold percentage of stock price | 130.00% | ||||||
Number of trading days | item | 20 | ||||||
Number of consecutive trading days | 30 days | ||||||
Principal amount of the notes to be repurchased (as a percentage) | 100.00% | ||||||
Liability component of convertible debt | $ 242,400 | ||||||
Equity component of convertible debt | 45,100 | ||||||
Debt issuance costs | 7,700 | ||||||
Debt Component of debt issuance costs | 6,500 | ||||||
Equity component of debt issuance costs | 1,200 | ||||||
Total interest expense | 4,100 | ||||||
Contractual interest expense | 1,200 | ||||||
Amortization of debt discount | 2,500 | ||||||
Amortization of debt issuance costs | 400 | ||||||
Unamortized debt discount | $ 42,602 | ||||||
Effective interest rate (as a percent) | 4.50% | ||||||
Stock price per share | $ / shares | $ 75.15 | ||||||
Unamortized discount | $ (42,602) | ||||||
Components of long-term debt | |||||||
Principal amount | 287,500 | ||||||
Unamortized discount | (42,602) | ||||||
Unamortized debt issuance costs | (6,073) | ||||||
Total | 238,825 | ||||||
Bank lines-of-credit | |||||||
Borrowings | |||||||
Amount outstanding under letters-of-credit | 46,300 | ||||||
Available credit facility | $ 26,500 | ||||||
Seven-year term loan due in fiscal 2020 | |||||||
Borrowings | |||||||
Principal amount | $ 11,100 | ||||||
Effective interest rate (as a percent) | 2.20% | ||||||
Term of loan | 7 years | ||||||
Seven-year term loan due in fiscal 2020 | LIBOR | |||||||
Borrowings | |||||||
Interest rate margin (as a percent) | 1.25% |
STOCK-BASED COMPENSATION - Stoc
STOCK-BASED COMPENSATION - Stock based compensation expense (Details) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017USD ($)itemshares | Jun. 30, 2016USD ($) | Jun. 30, 2015USD ($) | |
Stock based compensation expense | |||
Number of share-based employee compensation plans assumed | item | 2 | ||
Stock based compensation expense | $ 26,132 | $ 20,759 | $ 22,501 |
Less: Related income tax benefit | (9,815) | (7,762) | (8,552) |
Stock based compensation expense, net | 16,317 | 12,997 | 13,949 |
Stock Options | |||
Stock-based compensation, other disclosures | |||
Unrecognized compensation cost | $ 600 | ||
Weighted-average period | 1 year 6 months | ||
Restricted stock and RSU | |||
Stock-based compensation, other disclosures | |||
Unrecognized compensation cost | $ 14,400 | ||
Weighted-average period | 2 years | ||
Cost of goods sold | |||
Stock based compensation expense | |||
Stock based compensation expense | $ 1,443 | 1,199 | 1,037 |
Selling, general and administrative | |||
Stock based compensation expense | |||
Stock based compensation expense | 21,354 | 19,307 | 21,249 |
Research and development | |||
Stock based compensation expense | |||
Stock based compensation expense | 433 | $ 253 | $ 215 |
Restructuring | |||
Stock based compensation expense | |||
Stock based compensation expense | $ 2,902 | ||
2005 AS&E Plan and the 2014 AS&E Plan | RSU | |||
Stock based compensation expense | |||
Granted (in shares) | shares | 0 |
STOCK-BASED COMPENSATION - OSI
STOCK-BASED COMPENSATION - OSI Plans (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Stock Purchase Plan | |||
Stock-based Compensation | |||
Shares purchased | 71,314 | 60,375 | 65,706 |
Securities available for grant | 821,805 | ||
Employee Stock Purchase Plan | Maximum | |||
Stock-based Compensation | |||
Discount rate for eligible employees to purchase common stock (as a percent) | 15.00% | ||
2006 Plan | |||
Stock-based Compensation | |||
Number of awards issued (in shares) | 0 | ||
OSI Plans | Stock Options | |||
Stock-based Compensation | |||
Vesting period | 3 years | ||
Weighted average assumptions used to determine the fair value calculations for stock options issued | |||
Risk-free interest rate (as percent) | 1.70% | 1.40% | 1.50% |
Expected volatility (as percent) | 33.00% | 31.00% | 31.00% |
Expected holding period (in years) | 4 years 6 months | 4 years 6 months | 4 years 6 months |
Number of Options | |||
Outstanding at the beginning of the period (in shares) | 934,112 | 1,012,650 | 1,022,991 |
Granted (in shares) | 19,176 | 35,162 | 45,104 |
Exercised (in shares) | (168,564) | (107,059) | (38,907) |
Expired or forfeited (in shares) | (4,053) | (6,641) | (16,538) |
Outstanding at the end of the period (in shares) | 780,671 | 934,112 | 1,012,650 |
Exercisable at the end of the period (in shares) | 730,426 | ||
Weighted-Average Exercise Price | |||
Outstanding at the beginning of the period (in dollars per share) | $ 28.67 | $ 27.30 | $ 26.60 |
Granted (in dollars per share) | 73.42 | 73.42 | 68.05 |
Exercised (in dollars per share) | 26.68 | 28.05 | 41.20 |
Expired or forfeited (in dollars per share) | 68.28 | 66.56 | 62.20 |
Outstanding at the end of the period (in dollars per share) | 30 | 28.67 | 27.30 |
Exercisable at the end of the period (in dollars per share) | $ 27.08 | ||
Weighted-Average Remaining Contractual Term | |||
Outstanding at the end of the period | 3 years 3 months 18 days | ||
Exercisable at the end of the period | 2 years 10 months 24 days | ||
Aggregate Intrinsic Value | |||
Outstanding at the end of the period | $ 35,252,000 | ||
Exercisable at the end of the period | $ 35,109,000 | ||
Stock-based compensation, other disclosures | |||
Weighted-average grant-date fair value of stock options (in dollars per share) | $ 22.19 | $ 20.66 | $ 19.26 |
Total intrinsic value of options exercised | $ 8,165,000 | ||
OSI Plans | Nonqualified options | Minimum | Any person who owned more than 10% of the voting power of all classes of stock | |||
Stock-based Compensation | |||
Percentage of voting power owned | 10.00% | ||
Purchase price expressed as a percentage of the fair market value of the Company's common stock on the date of grant | 110.00% | ||
OSI Plans | Incentive stock options | Minimum | Any person who owned more than 10% of the voting power of all classes of stock | |||
Stock-based Compensation | |||
Percentage of voting power owned | 10.00% | ||
Purchase price expressed as a percentage of the fair market value of the Company's common stock on the date of grant | 110.00% | ||
OSI Plans | Restricted stock and RSU | |||
Shares | |||
Nonvested at the beginning of the period (in shares) | 530,498 | 659,906 | 661,400 |
Granted (in shares) | 379,888 | 337,628 | 281,163 |
Vested (in shares) | (299,277) | (417,896) | (262,221) |
Net replacement RSUs (in Shares) | 20,953 | ||
Forfeited (in shares) | (20,375) | (49,140) | (20,436) |
Nonvested at the end of the period (in shares) | 611,687 | 530,498 | 659,906 |
Weighted-Average Fair Value | |||
Nonvested at the beginning of the period (in dollars per share) | $ 67.94 | $ 63.75 | $ 54.78 |
Granted (in dollars per share) | 64.55 | 72.90 | 64.68 |
Vested (in dollars per share) | 67.87 | 65.36 | 42.75 |
Net replacement RSUs ( in dollar per share) | 67.76 | ||
Forfeited (in dollars per share) | 68.34 | 67.70 | 55.62 |
Nonvested at the end of the period (in dollars per share) | $ 65.85 | $ 67.94 | $ 63.75 |
Total fair value of shares vested | $ 23,200,000 | $ 27,300,000 | $ 11,200,000 |
OSI Plans | Restricted stock and RSU | Minimum | |||
Stock-based Compensation | |||
Vesting period | 3 years | ||
OSI Plans | Restricted stock and RSU | Maximum | |||
Stock-based Compensation | |||
Vesting period | 4 years | ||
OSI Plans | Performance-based restricted stock units | |||
Shares | |||
Granted (in shares) | 156,836 | 139,300 | 151,469 |
OSI Plans | Performance-based restricted stock units | Minimum | |||
Weighted-Average Fair Value | |||
Payout as a percentage of the original number of shares awarded or units awarded, which are converted into shares of the Company's common stock | 0.00% | ||
OSI Plans | Performance-based restricted stock units | Maximum | |||
Weighted-Average Fair Value | |||
Payout as a percentage of the original number of shares awarded or units awarded, which are converted into shares of the Company's common stock | 250.00% | ||
2012 Plan | |||
Stock-based Compensation | |||
Securities available for grant | 1,300,000 | ||
2012 Plan | Restricted stock and RSU | |||
Weighted-Average Fair Value | |||
Number of shares available for grant reduced for each award granted | 1.87 | ||
Number of shares available for grant increased for each award forfeited and returned | 1.87 |
INCOME TAXES - Geographical bre
INCOME TAXES - Geographical breakdown of income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Pre-tax income (loss): | |||
United States | $ (39,686) | $ (34,732) | $ (16,428) |
Foreign | 65,437 | 70,227 | 105,281 |
Income before income taxes | 25,751 | 35,495 | 88,853 |
Current: | |||
Federal | 788 | (488) | 2,502 |
State | 493 | 108 | 1,276 |
Foreign | 27,616 | 22,942 | 25,880 |
Total current provision | 28,897 | 22,562 | 29,658 |
Deferred: | |||
Federal | (16,314) | (11,865) | (7,910) |
State | (484) | 473 | (1,180) |
Foreign | (7,424) | (1,832) | 3,134 |
Total deferred benefit | (24,222) | (13,224) | (5,956) |
Total provision | 4,675 | 9,338 | $ 23,702 |
Income taxes, other disclosures | |||
Liability for uncertain tax positions | 6,000 | $ 4,900 | |
Unrecognized tax benefits that, if recognized, would affect the effective tax rate | 6,000 | ||
Accrued interest and penalties | $ 800 |
INCOME TAXES - Unrecognized tax
INCOME TAXES - Unrecognized tax benefits (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Activity of unrecognized tax benefits | ||
Balance at the beginning of the period | $ 9,754 | $ 11,049 |
Additions on tax positions for the current year | 594 | 350 |
Additions on tax positions from prior years | 1,445 | 533 |
Reduction in tax position from prior year | (598) | (2,178) |
Balance at the end of the period | 11,195 | 9,754 |
Undistributed earnings of the foreign subsidiaries | 628,000 | |
Unrecognized deferred tax liability related to temporary differences due to undistributed earnings of the foreign subsidiaries | 220,000 | |
Deferred income tax assets: | ||
Tax credit carryforwards | 19,005 | 16,003 |
Net operating loss carryforwards | 34,318 | 17,468 |
Customer advances | 4,028 | 14,284 |
Allowance for doubtful accounts | 5,839 | 3,757 |
Inventory reserve | 15,933 | 10,700 |
Inventory capitalization | 7,348 | 4,637 |
Accrued liabilities | 11,511 | 5,912 |
Stock & deferred compensation | 24,211 | 20,699 |
Other assets | 3,001 | 3,641 |
Total deferred income tax assets | 125,194 | 97,101 |
Valuation allowance | (19,997) | (14,458) |
Net deferred income tax assets | 105,197 | 82,643 |
Deferred income tax liabilities: | ||
Depreciation | (21,228) | (41,415) |
State income taxes | (655) | (1,629) |
Amortization of intangible assets | (48,966) | (21,408) |
Convertible Debt | (17,019) | |
Prepaid expenses | (2,983) | (3,813) |
Other liabilities | (130) | (63) |
Total deferred income tax liabilities | (90,981) | (68,328) |
Net deferred tax asset | 14,216 | 14,315 |
Components of net deferred income tax asset | ||
Long term deferred income tax asset, included in other assets | 34,897 | 43,475 |
Long term deferred income tax liability | (20,681) | (29,160) |
Net deferred tax asset | 14,216 | 14,315 |
Components of current taxes receivable and payable and prepaid taxes | ||
Current taxes receivable and prepaid taxes, included in prepaid expenses and other current assets | 12,100 | 12,495 |
Current taxes payable | (6,454) | (8,032) |
Net tax receivable | $ 5,646 | $ 4,463 |
INCOME TAXES - Net operating lo
INCOME TAXES - Net operating loss carryforwards (Details) $ in Millions | Jun. 30, 2017USD ($) |
Federal | |
Operating loss carry forwards | |
Net operating loss carry forwards | $ 81.4 |
State | |
Operating loss carry forwards | |
Net operating loss carry forwards | 61.4 |
Foreign | |
Operating loss carry forwards | |
Net operating loss carry forwards | $ 21.5 |
INCOME TAXES - Credit carryforw
INCOME TAXES - Credit carryforwards (Details) $ in Millions | 12 Months Ended |
Jun. 30, 2017USD ($) | |
Tax credit carry forward | |
Net aggregate increase in valuation allowance | $ 5.5 |
Federal | |
Tax credit carry forward | |
Tax credit carry forwards | 10.6 |
State | |
Tax credit carry forward | |
Tax credit carry forwards | 5.4 |
Foreign | |
Tax credit carry forward | |
Tax credit carry forwards | $ 7.8 |
INCOME TAXES - Adoption of ASU
INCOME TAXES - Adoption of ASU 2016-09 (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Accounting changes | |||
Income tax benefit | $ (4,675) | $ (9,338) | $ (23,702) |
Deferred tax asset | 34,897 | $ 43,475 | |
Increase to retained earnings | 3,808 | ||
ASU 2016-09 | |||
Accounting changes | |||
Income tax benefit | 2,400 | ||
Deferred tax asset | 3,800 | ||
Increase to retained earnings | $ 3,800 |
INCOME TAXES - Effective income
INCOME TAXES - Effective income tax rate (Details) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Effective income tax rate | |||
Provision for income taxes at federal statutory rate (as a percent) | 35.00% | 35.00% | 35.00% |
UK Patent Box benefit (as a percent) | (2.10%) | ||
Research and development tax credits (as a percent) | (2.50%) | (1.80%) | (0.90%) |
Foreign income subject to tax at other than federal statutory rate (as a percent) | (20.00%) | (8.90%) | (9.40%) |
Stock compensations excess tax benefit (as a percent) | (9.50%) | ||
Change in valuation allowance (as a percent) | 10.40% | 5.80% | (1.10%) |
Unrecognized tax benefit (as a percent) | (1.40%) | (5.00%) | 4.10% |
Meals and entertainment (as a percent) | 1.80% | 0.90% | 0.40% |
Tax on foreign currency gains and losses (as a percent) | 9.10% | 2.30% | |
Transaction costs (as a percent) | 1.50% | 2.30% | |
State tax expense (as a percent) | (1.50%) | (0.30%) | (0.60%) |
U.S. tax on foreign earnings (as a percent) | 0.40% | 4.50% | 4.90% |
Fringe benefits | 1.50% | 0.90% | 0.50% |
Non-taxable gain from sale of business (as a percent) | (3.60%) | ||
Non-taxable earnings from acquisitions (as a percent) | (1.80%) | (7.90%) | (2.30%) |
Mexico imputed income or expense (as a percent) | (2.00%) | (0.40%) | (0.70%) |
Other (as a percent) | 0.70% | (1.10%) | (1.10%) |
Effective income tax rate (as a percent) | 18.10% | 26.30% | 26.70% |
COMMITMENTS AND CONTINGENCIES61
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Total debt, payments due by period | |||
Total debt | $ 347,146 | ||
Less than 1 year | 105,396 | ||
1-3 years | 2,839 | ||
3-5 years | 86 | ||
After 5 years | 238,825 | ||
Operating leases, payments due by period | |||
Operating leases | 30,209 | ||
Less than 1 year | 8,759 | ||
1-3 years | 11,679 | ||
3-5 years | 7,762 | ||
After 5 years | 2,009 | ||
Purchase obligations, payments due by period | |||
Purchase obligations | 42,895 | ||
Less than 1 year | 42,847 | ||
1-3 years | 33 | ||
After 5 years | 15 | ||
Acquisition-related obligations, payments due by period | |||
Acquisition-related obligations | 95,705 | ||
Less than 1 year | 84,303 | ||
1-3 years | 9,152 | ||
3-5 years | 2,250 | ||
Defined benefit plan obligation, payments due by period | |||
Defined benefit plan obligation | 10,462 | ||
Less than 1 year | 145 | ||
1-3 years | 1,805 | ||
3-5 years | 2,340 | ||
After 5 years | 6,172 | ||
Total contractual obligations, payments due by period | |||
Total Contractual obligations | 526,417 | ||
Less than 1 year | 241,450 | ||
1-3 years | 25,508 | ||
3-5 years | 12,438 | ||
After 5 years | 247,021 | ||
Other Commercial Commitments-letters of credit, payments due by period | |||
Total other commercial commitments-letters of credit | 64,342 | ||
Less than 1 year | 46,602 | ||
1-3 years | 10,209 | ||
3-5 years | 161 | ||
After 5 years | 7,370 | ||
Operating Leases | |||
Rent expense | $ 10,200 | $ 9,000 | $ 10,000 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Contingent Acquisition Obligations (Details) $ in Thousands | 12 Months Ended | |
Jun. 30, 2017USD ($)item | Jun. 30, 2012USD ($) | |
Contingent Acquisition Obligations | ||
Maximum amount of future payments under contingent consideration | $ 18,200 | |
Beginning fair value | 17,117 | |
Reductions in fair value of contingent payment obligations | (3,877) | |
Payments on contingent earn-out obligations | (1,400) | |
Ending fair value | $ 11,840 | |
Royalty payments | ||
Contingent Acquisition Obligations | ||
Purchase agreements containing royalty payments, number | item | 1 | |
Mexican government | ||
Contingent Acquisition Obligations | ||
Advances from customers | $ 100,000 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - shares | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share Repurchase Program | |||
Number of shares repurchased | 642,277 | 1,201,402 | 454,635 |
Number of available shares may be repurchased | 872,481 |
RELATED-PARTY TRANSACTIONS (Det
RELATED-PARTY TRANSACTIONS (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Chief Executive Officer and/or his family members | Auto rental, printing, warehousing and consulting services expenses | Entities Owned by Related Party | |||
RELATED-PARTY TRANSACTIONS | |||
Expenses related to transactions with related party | $ 18,000 | $ 34,000 | $ 0 |
ECIL-Rapiscan Security Products Limited | |||
RELATED-PARTY TRANSACTIONS | |||
Ownership interest in joint venture (as a percent) | 36.00% | ||
Initial investment | $ 100,000 | ||
Sales to joint venture | 10,200,000 | 9,100,000 | 7,300,000 |
Receivables from joint venture | 4,000,000 | 3,600,000 | |
ECIL-Rapiscan Security Products Limited | Maximum | |||
RELATED-PARTY TRANSACTIONS | |||
Equity earnings in joint venture | $ 100,000 | $ 100,000 | $ 100,000 |
ECIL-Rapiscan Security Products Limited | Chairman and Chief Executive Officer | |||
RELATED-PARTY TRANSACTIONS | |||
Related party ownership percentage in equity method investee of the reporting entity | 10.50% | ||
ECIL-Rapiscan Security Products Limited | Executive Vice President and President of the Company's Security division | |||
RELATED-PARTY TRANSACTIONS | |||
Related party ownership percentage in equity method investee of the reporting entity | 4.50% | ||
ECIL-Rapiscan Security Products Limited | Chairman and Chief Executive Officer, and Executive Vice President and Director of the Company's Security division | Maximum | |||
RELATED-PARTY TRANSACTIONS | |||
Collective voting power control, by entity and related parties, in equity method investment of entity (as a percent) | 50.00% |
EMPLOYEE BENEFIT PLANS - Employ
EMPLOYEE BENEFIT PLANS - Employee Retirement Savings Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Employee Benefit Plans | |||
Contributions made by the entity to defined contribution plans | $ 5 | $ 4.6 | $ 4.5 |
Deferred Compensation Plan | |||
Company contribution on deferred compensation plan | 0.6 | $ 0.6 | $ 0.7 |
Assets held by Company | 19.3 | ||
Liabilities held by Company | $ 19.6 | ||
Period to classify liabilities underfunded plans as noncurrent | 12 months | ||
Maximum | |||
Deferred Compensation Plan | |||
Percentage of salaries which can be deferred by eligible employees | 80.00% | ||
Percentage of bonuses which can be deferred by eligible employees | 100.00% |
EMPLOYEE BENEFIT PLANS - Change
EMPLOYEE BENEFIT PLANS - Change in Benefit Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Change in Benefit Obligation | |||
Benefit obligation at beginning of year | $ 13,305 | $ 13,896 | |
Translation adjustment | (88) | (933) | |
Interest costs | 453 | 582 | $ 671 |
Curtailment | (1,187) | ||
Actuarial (gain) loss | 435 | 1,226 | |
Benefits paid | (379) | (279) | |
Benefit obligation at end of year | 13,726 | 13,305 | 13,896 |
Change in Plan Assets | |||
Fair value of plan assets at beginning of year | 5,210 | 7,090 | |
Translation adjustment | (122) | (923) | |
Actual return on plan assets | 745 | 488 | |
Company contributions | 65 | 55 | |
Benefits paid | (343) | (1,500) | |
Fair value of plan assets at end of year | 5,555 | 5,210 | 7,090 |
Funded status | (8,171) | (8,095) | |
Net amount recognized | (8,171) | (8,095) | |
Amount recognized in consolidated balance sheets consists of: | |||
Investments | 759 | 648 | |
Accrued pension liability | (8,051) | (8,581) | |
Accumulated other comprehensive income | 2,016 | 2,792 | |
Net Periodic Benefit Costs | |||
Service costs | 34 | ||
Interest costs | 453 | 582 | 671 |
Expected return on plan assets | (200) | (303) | (418) |
Amortization of prior service costs | 279 | 420 | 615 |
Recognized actuarial loss | 317 | 43 | 204 |
Net periodic benefit cost | $ 849 | $ 742 | $ 1,106 |
Weighted average assumptions at year-end: | |||
Discount rate (as a percent) | 3.40% | 3.50% | |
Expected return on plan assets (as a percent) | 3.80% | 4.80% | |
Rate of compensation increase (as a percent) | 3.00% | 2.90% |
EMPLOYEE BENEFIT PLANS - Plan A
EMPLOYEE BENEFIT PLANS - Plan Assets and Investment Policy (Details) | 12 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Plan Assets and Investment Policy | ||
Proportion of Fair Value (as a percent) | 100.00% | 100.00% |
Expected Rate of Return (as a percent) | 3.80% | 4.80% |
Minimum | ||
Plan Assets and Investment Policy | ||
Percentage of significant holdings in any single company of the total assets | 5.00% | |
Equity securities | ||
Plan Assets and Investment Policy | ||
Proportion of Fair Value (as a percent) | 51.00% | 58.00% |
Expected Rate of Return (as a percent) | 6.00% | 7.00% |
Debt securities | ||
Plan Assets and Investment Policy | ||
Proportion of Fair Value (as a percent) | 41.00% | 32.00% |
Expected Rate of Return (as a percent) | 2.00% | 2.00% |
Other | ||
Plan Assets and Investment Policy | ||
Proportion of Fair Value (as a percent) | 8.00% | 10.00% |
Expected Rate of Return (as a percent) | 1.00% | 2.00% |
EMPLOYEE BENEFIT PLANS - Projec
EMPLOYEE BENEFIT PLANS - Projected Benefit Payments (Details) $ in Thousands | 12 Months Ended |
Jun. 30, 2017USD ($) | |
Projected Benefit Payments | |
July 1, 2017 to June 30, 2018 | $ 145 |
July 1, 2018 to June 30, 2019 | 649 |
July 1, 2019 to June 30, 2020 | 1,156 |
July 1, 2020 to June 30, 2021 | 1,173 |
July 1, 2021 to June 30, 2022 | 1,167 |
July 1, 2022 to June 30, 2027 | 6,172 |
Company Contribution | |
Estimated employer contribution for next fiscal year | $ 100 |
Employee Pension Plans | Maximum | |
Company Contribution | |
Weighted average contribution rate of pensionable salaries made by Company (as a percent) | 1.00% |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) | 12 Months Ended |
Jun. 30, 2017segment | |
SEGMENT INFORMATION | |
Number of identifiable industry segments | 3 |
SEGMENT INFORMATION - By indust
SEGMENT INFORMATION - By industry segment (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Operations and identifiable assets by industry segment | |||
Total revenues | $ 960,951 | $ 829,660 | $ 958,202 |
Income (loss) from operations | 33,292 | 38,374 | 92,108 |
Segments assets | 1,230,087 | 991,723 | 937,289 |
Capital expenditures | 17,096 | 17,688 | 15,286 |
Depreciation and amortization | 68,235 | 57,922 | 58,976 |
Security Division | |||
Operations and identifiable assets by industry segment | |||
Total revenues | 555,197 | 411,212 | 481,087 |
Capital expenditures | 10,436 | 8,910 | 7,601 |
Depreciation and amortization | 53,924 | 43,257 | 45,231 |
Healthcare Division | |||
Operations and identifiable assets by industry segment | |||
Total revenues | 200,034 | 211,458 | 255,691 |
Capital expenditures | 1,797 | 2,395 | 2,628 |
Depreciation and amortization | 6,495 | 7,401 | 7,223 |
Optoelectronics and Manufacturing Division | |||
Operations and identifiable assets by industry segment | |||
Total revenues | 205,720 | 206,990 | 221,424 |
Capital expenditures | 2,856 | 4,539 | 3,411 |
Depreciation and amortization | 6,561 | 5,842 | 5,028 |
Corporate | |||
Operations and identifiable assets by industry segment | |||
Income (loss) from operations | (29,359) | (27,199) | (17,455) |
Segments assets | 64,959 | 64,970 | 82,789 |
Capital expenditures | 2,007 | 1,844 | 1,646 |
Depreciation and amortization | 1,255 | 1,422 | 1,494 |
Operating Segments | Security Division | |||
Operations and identifiable assets by industry segment | |||
Total revenues | 555,197 | 411,212 | 481,087 |
Income (loss) from operations | 35,256 | 37,845 | 67,804 |
Segments assets | 785,230 | 519,068 | 470,808 |
Operating Segments | Healthcare Division | |||
Operations and identifiable assets by industry segment | |||
Total revenues | 200,034 | 211,458 | 255,691 |
Income (loss) from operations | 2,624 | 8,351 | 24,666 |
Segments assets | 186,021 | 200,067 | 223,412 |
Operating Segments | Optoelectronics and Manufacturing Division | |||
Operations and identifiable assets by industry segment | |||
Total revenues | 236,100 | 247,502 | 267,872 |
Income (loss) from operations | 23,792 | 19,654 | 17,533 |
Segments assets | 196,567 | 211,337 | 164,922 |
Eliminations | |||
Operations and identifiable assets by industry segment | |||
Total revenues | (30,380) | (40,512) | (46,448) |
Income (loss) from operations | 979 | (277) | (440) |
Segments assets | (2,690) | (3,719) | (4,642) |
Eliminations | Optoelectronics and Manufacturing Division | |||
Operations and identifiable assets by industry segment | |||
Total revenues | $ 30,380 | $ 40,512 | $ 46,448 |
SEGMENT INFORMATION - By geogra
SEGMENT INFORMATION - By geographical area (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Revenues and identifiable assets by geographical area | |||
Total revenues | $ 960,951 | $ 829,660 | $ 958,202 |
Long lived tangible assets | 181,610 | 213,828 | 256,559 |
Long lived assets | 542,190 | 392,930 | 405,139 |
Total Americas | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 613,587 | 539,493 | 614,607 |
Long lived tangible assets | 133,254 | 162,002 | 209,300 |
Long lived assets | 450,241 | 290,869 | 315,435 |
United States | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 478,791 | 404,929 | 472,990 |
Long lived tangible assets | 65,046 | 40,855 | 48,203 |
Long lived assets | 380,200 | 167,860 | 154,338 |
Mexico | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 119,910 | 119,039 | 120,582 |
Long lived tangible assets | 63,914 | 115,954 | 154,939 |
Long lived assets | 63,914 | 115,954 | 154,939 |
Other Americas | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 14,886 | 15,525 | 21,035 |
Long lived tangible assets | 4,294 | 5,193 | 6,158 |
Long lived assets | 6,127 | 7,055 | 6,158 |
Total EMEA | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 219,005 | 169,045 | 190,365 |
Long lived tangible assets | 33,847 | 37,061 | 32,939 |
Long lived assets | 75,187 | 84,935 | 72,917 |
United Kingdom | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 185,803 | 130,812 | 159,127 |
Long lived tangible assets | 23,396 | 25,505 | 31,467 |
Long lived assets | 61,319 | 61,037 | 58,594 |
Other Europe, Middle East and Africa | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 33,202 | 38,233 | 31,238 |
Long lived tangible assets | 10,451 | 11,556 | 1,472 |
Long lived assets | 13,868 | 23,898 | 14,323 |
Asia-Pacific | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 128,359 | 121,122 | 153,230 |
Long lived tangible assets | 14,509 | 14,765 | 14,320 |
Long lived assets | 16,762 | 17,126 | 16,787 |
Geographic region | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 960,951 | 829,660 | 958,202 |
Geographic region | Total Americas | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 618,926 | 545,296 | 621,190 |
Geographic region | United States | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 484,130 | 410,732 | 479,573 |
Geographic region | Mexico | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 119,910 | 119,039 | 120,582 |
Geographic region | Other Americas | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 14,886 | 15,525 | 21,035 |
Geographic region | Total EMEA | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 219,547 | 170,173 | 190,698 |
Geographic region | United Kingdom | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 186,345 | 131,940 | 159,460 |
Geographic region | Other Europe, Middle East and Africa | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 33,202 | 38,233 | 31,238 |
Geographic region | Asia-Pacific | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 152,858 | 154,703 | 192,762 |
Elimination | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | (30,380) | (40,512) | (46,448) |
Elimination | Total Americas | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 5,339 | 5,803 | 6,583 |
Elimination | United States | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 5,339 | 5,803 | 6,583 |
Elimination | Total EMEA | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 542 | 1,128 | 333 |
Elimination | United Kingdom | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | 542 | 1,128 | 333 |
Elimination | Asia-Pacific | |||
Revenues and identifiable assets by geographical area | |||
Total revenues | $ 24,499 | $ 33,581 | $ 39,532 |
SCHEDULE II-VALUATION AND QUA72
SCHEDULE II-VALUATION AND QUALIFYING ACCOUNTS (Details) - Doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2015 | |
Valuation and Qualifying accounts | |||
Balance at beginning of period | $ 7,051 | $ 5,900 | $ 5,691 |
Charged to costs and expenses | 2,872 | 2,095 | 340 |
Deductions - Write-offs | 360 | 944 | 131 |
Balance at end of period | $ 9,563 | $ 7,051 | $ 5,900 |